As filed with the Securities and Exchange Commission on
File No. 333-237747
File No. 811-8108
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ☒
PRE-EFFECTIVE AMENDMENT NO. ☐
POST-EFFECTIVE AMENDMENT NO. 10 ☒
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 ☒
Amendment No. 375 ☒
Separate Account
(Exact Name of Registrant)
Protective Life Insurance Company
(Name of Depositor)
2801 Highway 280 South
Birmingham, Alabama 35223
(Address of Depositor’s Principal Executive Offices)
(205) 268-1000
(Depositor’s Telephone Number, including Area Code)
BRANDON J. CAGE, Esquire
Protective Life Insurance Company
2801 Highway 280 South
Birmingham, Alabama, 35223
(Name and Address of Agent for Services)
Copy to:
STEPHEN E. ROTH, Esquire
THOMAS E. BISSET, Esquire
Eversheds Sutherland (US) LLP
700 Sixth Street, NW, Suite 700
Washington, D.C. 20001-3980
Title of Securities Being Registered: Interests in a separate
account issued through variable annuity contracts.
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Age of (Younger) Covered Person
on the Benefit Election Date
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(One Covered Person)
Withdrawal Percentage
(as a percentage of the Benefit Base)
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(Two Covered Persons)
Withdrawal Percentage
(as a percentage of the Benefit Base)
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At least 60 but less than 65 years old
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5.00%
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4.50%
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65
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5.50%
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5.00%
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66
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5.60%
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5.10%
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67
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5.70%
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5.20%
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68
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5.80%
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5.30%
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69
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5.90%
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5.40%
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70
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6.00%
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5.50%
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71
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6.05%
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5.55%
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72
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6.10%
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5.60%
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73
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6.15%
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5.65%
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74
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6.20%
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5.70%
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75
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6.25%
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5.75%
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76
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6.30%
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5.80%
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77
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6.35%
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5.85%
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78
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6.40%
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5.90%
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79
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6.45%
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5.95%
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80+
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6.50%
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6.00%
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Protective® Investors Benefit Advisory Variable Annuity
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Protective Life Insurance Company
Protective Variable Annuity Separate Account P.O. Box 10648 Birmingham, Alabama 35202‑0648 Telephone: 1‑800‑456‑6330 Fax: 205‑268‑6479 www.protective.com |
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| FEES AND EXPENSES | | |||
| The Contract does not include charges for early withdrawal. | | |||
| Transaction Charges | You may be charged $ For additional information about transaction charges, see “FEE TABLE - Transaction Expenses” and “CHARGES AND DEDUCTIONS” in the Prospectus. | | ||
| Ongoing Fees and Expenses (annual charges) |
| Annual Fee | | | Minimum | | | Maximum | |
| Base contract (1) | | | | | | | |
| Investment options (Fund fees and expenses) (2) | | | | | | | |
| Optional benefits available for an additional charge | | | | | | | |
| Return of Purchase Payments Death Benefit Fee (3) | | | | | | | |
| SecurePay Pro rider (4) | | | | | | | |
| At Contract Purchase | | | | | | | |
| Later under RightTime Option | | | | | | | |
| Lowest Annual Cost: $ | | | Highest Annual Cost: $ | |
| Assumes: | | | Assumes: | |
| • Investment of $100,000 • 5% annual appreciation • Least expensive combination of Fund fees and expenses • No optional benefits • No additional Purchase Payments, transfers or withdrawals • No Advisory Fees | | | • Investment of $100,000 • 5% annual appreciation • Most expensive combination of optional benefits and Fund fees and expenses • No additional Purchase Payments, transfers, or withdrawals • No Advisory Fees | |
| For additional information about annual charges, see “FEE TABLE” and “CHARGES AND DEDUCTIONS” in the Prospectus. | |
| RISKS | | |||
| Risk of Loss | You can lose money by investing in this Contract, including loss of principal. For additional information about the risk of loss, see “PRINCIPAL RISKS OF INVESTING IN THE CONTRACT” in the Prospectus. | |
| RISKS | | |||
| Not a Short-Term Investment | This Contract is not a short-term investment and is not appropriate for an investor who needs ready access to cash. Although you are permitted to take withdrawals or surrender the Contract, federal and state income taxes may apply. Withdrawals will reduce your Contract Value and death benefit. If you elect to pay Advisory Fees from your Contract Value, this deduction will reduce the death benefits and other guaranteed benefits. The benefits of tax deferral and living benefit protections also mean the Contract is less beneficial to investors with a short time horizon. For additional information about the investment profile of the Contract, see “PRINCIPAL RISKS OF INVESTING IN THE CONTRACT,” “CHARGES AND DEDUCTIONS,” ”FEDERAL TAX MATTERS,” “ADVISORY FEES PAID FROM YOUR CONTRACT VALUE,” and “TAXATION OF ANNUITIES IN GENERAL” in the Prospectus. | | ||
| Risks Associated with Investment Options | An investment in this Contract is subject to the risk of poor investment performance and can vary depending on the performance of the Investment Options available under the Contract. Each Investment Option (including the Guaranteed Account) has its own unique risks. You should review the prospectuses for the available Funds and consult with your financial professional before making an investment decision. For additional information about the risks associated with Investment Options, see “PRINCIPAL RISKS OF INVESTING IN THE CONTRACT” in the Prospectus. | | ||
| Insurance Company Risks | An investment in the Contract is subject to the risks related to the Company. Any obligations (including under the Guaranteed Account), guarantees, or benefits under the Contract are subject to the claims-paying ability of the Company. More information about the Company, including its financial strength ratings, is available upon request at no charge by calling us at 1-800-456-6330 or writing us at the address shown on the cover page. For additional information about Company risks, see “PRINCIPAL RISKS OF INVESTING IN THE CONTRACT,” and “THE COMPANY, VARIABLE ACCOUNT AND FUNDS” in the Prospectus. | |
| RESTRICTIONS | | |||
| Investments | Currently, there is no charge when you transfer Contract Value among Investment Options. However, we reserve the right to charge $ We reserve the right to remove or substitute Funds as Investment Options that are available under the Contract. We also reserve the right to restrict the allocation of additional Purchase Payments and/or transfers of Contract Value to a Fund if we determine the Fund no longer meets one or more of our Fund selection criteria and/or if a Fund has not attracted significant contract owner assets. For additional information about Investment Options, see “CHARGES AND DEDUCTIONS – Transfer Fee” and “THE COMPANY, VARIABLE ACCOUNT AND FUNDS – Selection of Funds – Addition, Deletion or Substitutions of Investments” in the Prospectus. | |
| RESTRICTIONS | | |||
| Optional Benefits | If you select a Protected Lifetime Income Benefit rider: • The Investment Options available to you under the Contract will be limited. • You may not make additional Purchase Payments two years or more after the Rider Issue Date or on or after the Benefit Election Date, whichever comes first. • Withdrawals from Contract Value that exceed the annual withdrawal amount under the rider may significantly reduce or eliminate the rider benefits. • We may stop offering an optional benefit rider at any time. • If you elect to pay Advisory Fees from your Contract Value, this deduction will reduce the death benefits and other guaranteed benefits. If you purchased an optional death benefit, withdrawals may also reduce the benefit by an amount greater than the value withdrawn. For additional information about the optional benefits, see "PROTECTED LIFETIME INCOME BENEFITS" and “ADVISORY FEES PAID FROM YOUR CONTRACT VALUE” and “DEATH BENEFIT - Selecting A Death Benefit” in the Prospectus. | |
| TAXES | | |||
| Tax Implications | You should consult with a qualified tax advisor regarding the federal tax implications of an investment in, payments received under, and other transactions in connection with this Contract. If you purchase the Contract through a tax-qualified plan or individual retirement arrangement (IRA), you do not get any additional tax deferral. Generally, all earnings on the investments underlying the Contract are tax-deferred until distributed or deemed distributed. A distribution from a non-Qualified Contract, which includes a surrender, withdrawal, payment of a death benefit, or annuity income payments, will generally result in taxable income if there has been an increase in the Contract Value. In the case of a Qualified Contract, a distribution generally will result in taxable income even if there has not been an increase in the Contract Value. In certain circumstances, a For additional information about tax implications, see “FEDERAL TAX MATTERS” and “TAXATION OF ANNUITIES IN GENERAL” in the Prospectus. | |
| CONFLICTS OF INTEREST | | |||
| Investment professional compensation | Some investment professionals may receive compensation for promoting and selling this Contract to you in the form of marketing allowances, cash, and other compensation. These investment professionals may have a financial incentive to offer or recommend the Contract over another investment. For additional information about compensation, see “DISTRIBUTION OF THE CONTRACTS” in the Prospectus. | | ||
| Exchanges | Some investment professionals may have a financial incentive to offer you a new contract in place of the contract you already own. You should only exchange your current contract if you determine, after comparing the features, fees, and risks of both contracts, that it is better for you to purchase the new contract rather than continue to own your existing contract. For additional information about exchanges, see “TAXATION OF ANNUITIES IN GENERAL – Exchanges of Annuity Contracts” in the Prospectus. | |
| Transfer Fee (1) | | | $ | |
| Administrative Expenses(1) | | | $ | |
| Base Contract Expenses (as a percentage of average Variable Account value)(2) | | | | |
| Return of Purchase Payments Death Benefit Fee (as an annualized percentage of the death benefit, beginning on the 1st Monthly Anniversary Date) | | | | |
| | | Maximum | | | Current | | |||
Purchase of SecurePay Pro rider at Contract Purchase | | | | | | | | | ||
Purchase of SecurePay Pro rider under RightTime | | | | | | | | |
| | | Minimum | | | Maximum | | ||||||
Annual Fund Expenses before any waivers or expense reimbursements (expenses that are deducted from Fund assets, including management fees, distribution and/or service (12b-1) fees, and other expenses) | | | | | | | | | | | | ||
Annual Fund Expenses after any waivers or expense reimbursements (1) | | | | | | | | | | | |
| | | 1 year | | | 3 years | | | 5 years | | | 10 years | | ||||||||||||
Maximum Fund Expense | | | | $ | | | | | $ | | | | | $ | | | | | $ | | | ||||
Minimum Fund Expense | | | | $ | | | | | $ | | | | | $ | | | | | $ | | |
| | | 1 year | | | 3 years | | | 5 years | | | 10 years | | ||||||||||||
Maximum Fund Expense | | | | $ | | | | | $ | | | | | $ | | | | | $ | | | ||||
Minimum Fund Expense | | | | $ | | | | | $ | | | | | $ | | | | | $ | | |
| | | 1 year | | | 3 years | | | 5 years | | | 10 years | | ||||||||||||
Maximum Fund Expense | | | | $ | | | | | $ | | | | | $ | | | | | $ | | | ||||
Minimum Fund Expense | | | | $ | | | | | $ | | | | | $ | | | | | $ | | |
Fund
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Maximum
12b-1 fee |
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Paid to us: | | | | | | | |
AB Variable Products Series Fund, Inc.
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0.25%
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AIM Variable Insurance Funds (Invesco Variable Insurance Funds)
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0.25%
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American Funds Insurance Series
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0.25%
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BlackRock Variable Series Funds, Inc.
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0.25%
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Clayton Street Trust
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0.25%
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Columbia Funds Variable Insurance Trust
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0.25%
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Fidelity Variable Insurance Products
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0.25%
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Franklin Templeton Variable Insurance Products Trust
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0.25%
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Goldman Sachs Variable Insurance Trust
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0.25%
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Legg Mason Partners Variable Equity Trust
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0.25%
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PIMCO Variable Insurance Trust
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0.25%
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Royce Capital Fund
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0.25%
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T. Rowe Price Equity Series, Inc.
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0.25%
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| Name of Benefit | | | Purpose | | | Is Benefit Standard or Optional? | | | Maximum Fee | | | Brief Description of Restrictions/Limitations | |
| | | | | | | | | | • If Advisory Fees are paid from Contract Value, the ongoing deductions will reduce the Contract Value and therefore the Death Benefit. | |
| Name of Benefit | | | Purpose | | | Is Benefit Standard or Optional? | | | Maximum Fee | | | Brief Description of Restrictions/Limitations | |
| | | | Equal to the greatest of: 1. the Contract Value, or 2. the aggregate Purchase Payments less an adjustment for each withdrawal (adjustment for each withdrawal is the amount that reduces the Return of Purchase Payments Death Benefit at the time of the withdrawal in the same proportion that the amount withdrawn reduces the Contract Value.) | | | | | | | • Death Benefit will never be more than the Contract Value plus $1,000,000. • If Advisory Fees are paid from Contract Value, the ongoing deductions will reduce the Contract Value and therefore the Death Benefit. • Withdrawals can reduce the Death Benefit by more than the amount withdrawn. | |
| Name of Benefit | | | Purpose | | | Maximum Fee | | | Current Fee | | | Brief Description of Restrictions/Limitations | |
| | | | | | | | | | | | • Benefit limits available Investment Options • No Purchase Payments two years or more after Rider Issue Date or on or after Benefit Election Date, whichever comes first • Withdrawals will reduce the Benefit Base and available SecurePay withdrawals • Excess Withdrawals may significantly reduce or eliminate value of benefit • Available to Contract Owners age 60 to 85. • Advisory Fee deductions will reduce the Contract Value and therefore may limit the potential for increasing the rider’s Annual Withdrawal Amount and Benefit Base through higher Contract Values on Contract Anniversaries. | |
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Single Life Coverage
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Joint Life Coverage
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| Single Owner/Non-spouse Beneficiary | | | Covered Person is the Owner. SecurePay rider expires upon death of Covered Person following the Benefit Election Date. | | | Not applicable. | |
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Single Life Coverage
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Joint Life Coverage
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| Single Owner/Spouse Beneficiary | | | Covered Person is the Owner. SecurePay rider expires upon death of Covered Person following the Benefit Election Date. Upon death of Covered Person following the Benefit Election Date, the surviving spouse may purchase a new SecurePay rider if he or she continues the Contract under the spousal continuation provisions and certain conditions are met. (See, “Continuation of the Contract by a Surviving Spouse.”) | | | Both are Covered Persons. SecurePay rider expires upon death of last surviving Covered Person following the Benefit Election Date. | |
| Joint Owner/Non-spouse 2nd Owner | | | Covered Person is older Owner. SecurePay rider expires upon death of Covered Person following the Benefit Election Date. | | | Not applicable. | |
| Joint Owner/Spouse 2nd Owner | | | Covered Person is older Owner. SecurePay rider expires upon death of Covered Person following the Benefit Election Date. Upon death of older Owner, the surviving spouse may purchase a new SecurePay rider if he or she continues the Contract under the spousal continuation provisions and certain conditions are met. (See, “Continuation of the Contract by a Surviving Spouse.”) | | | Both are Covered Persons. SecurePay rider expires upon death of last surviving Covered Person following the Benefit Election Date. | |
| Name of Benefit | | | Purpose | | | Maximum Fee | | | Brief Description of Restrictions/Limitations | |
| | | | | | Charge | | | • If you select the SecurePay rider, your allocations must comply with our Allocation Guidelines and Restrictions. | | |
| | | | | | Charge | | | • If you select the SecurePay rider, your allocations must comply with our Allocation Guidelines and Restrictions. | | |
| | | | | | Charge | | | • If you select the SecurePay rider, the AWP will reduce Benefit Base and available SecurePay withdrawals. • Income taxes, including a | |
If you were born...
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Your “applicable age” is....
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| |||
Before July 1, 1949
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| | | | 70½ | | |
After June 30, 1949 and before 1951
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| | | | 72 | | |
After 1950 and before 1960 (1)
|
| | | | 73 (1) | | |
If you were born...
|
| |
Your “applicable age” is....
|
| |||
After 1958 (1)
|
| | | | 75 (1) | | |
Fiscal Year Ended
|
| |
Amount Paid to IDI
|
| |||
December 31, 2021
|
| | | $ | 45,344,875 | | |
December 31, 2022
|
| | | $ | 37,339,184 | | |
December 31, 2023
|
| | | $ | 37,105,641 | | |
| | Asset Allocation Type | | | | Portfolio Company - Investment Adviser; Sub-Adviser(s), as applicable | | | | Current Expenses | | | | Average Annual Total Returns (as of 12/31/2023) | | | | SecurePay Pro Rider Allocation Investment Category(2) | | | ||||||||
| 1 Year | | | | 5 Year | | | | 10 Year | | | |||||||||||||||||
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | - | | | | | | | | 1 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Asset Allocation Type | | | | Portfolio Company - Investment Adviser; Sub-Adviser(s), as applicable | | | | Current Expenses | | | | Average Annual Total Returns (as of 12/31/2023) | | | | SecurePay Pro Rider Allocation Investment Category(2) | | | ||||||||
| 1 Year | | | | 5 Year | | | | 10 Year | | | |||||||||||||||||
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Asset Allocation Type | | | | Portfolio Company - Investment Adviser; Sub-Adviser(s), as applicable | | | | Current Expenses | | | | Average Annual Total Returns (as of 12/31/2023) | | | | SecurePay Pro Rider Allocation Investment Category(2) | | | ||||||||
| 1 Year | | | | 5 Year | | | | 10 Year | | | |||||||||||||||||
| | Sector Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Sector Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Sector Equity | | | | | | | | | | | | | | | | | | | | | | | 4 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Sector Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Sector Equity | | | | | | | | | | | | - | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Asset Allocation Type | | | | Portfolio Company - Investment Adviser; Sub-Adviser(s), as applicable | | | | Current Expenses | | | | Average Annual Total Returns (as of 12/31/2023) | | | | SecurePay Pro Rider Allocation Investment Category(2) | | | ||||||||
| 1 Year | | | | 5 Year | | | | 10 Year | | | |||||||||||||||||
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Alternative | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | 4 | | | |
| | Sector Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 1 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Buffer | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Buffer | | | | Series II | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Buffer | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Buffer | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Buffer | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Buffer | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Buffer | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Buffer | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Asset Allocation Type | | | | Portfolio Company - Investment Adviser; Sub-Adviser(s), as applicable | | | | Current Expenses | | | | Average Annual Total Returns (as of 12/31/2023) | | | | SecurePay Pro Rider Allocation Investment Category(2) | | | ||||||||
| 1 Year | | | | 5 Year | | | | 10 Year | | | |||||||||||||||||
| | Money Market | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Sector Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Foreign Large Blend | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Global Real Estate | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Mid-Cap Value | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Mid-Cap Growth | | | | | | | | | | | | | | | | | | | | | | | 4 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 4 | | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | Sector Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Asset Allocation Type | | | | Portfolio Company - Investment Adviser; Sub-Adviser(s), as applicable | | | | Current Expenses | | | | Average Annual Total Returns (as of 12/31/2023) | | | | SecurePay Pro Rider Allocation Investment Category(2) | | | ||||||||
| 1 Year | | | | 5 Year | | | | 10 Year | | | |||||||||||||||||
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 4 | | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Commodities | | | | | | | | | | | | - | | | | | | | | - | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | Taxable Bond | | | | | | | | | | | | | | | | - | | | | | | | | 2 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 1 | | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 1 | | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 1 | | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 3 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | | 2 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 4 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | Sector Equity | | | | | | | | | | | | | | | | | | | | | | | 4 | | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | - | | | | - | | | | 2 | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | 4 | | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | Allocation | | | | | | | | | | | | | | | | | | | | | | | 2 | | | |
| | Money Market | | | | | | | | | | | | | | | | | | | | | | | 1 | | | |
| | Sector Equity | | | | | | | | | | | | | | | | | | | | | | | 4 | | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
| | Asset Allocation Type | | | | Portfolio Company - Investment Adviser; Sub-Adviser(s), as applicable | | | | Current Expenses | | | | Average Annual Total Returns (as of 12/31/2023) | | | | SecurePay Pro Rider Allocation Investment Category(2) | | | ||||||||
| 1 Year | | | | 5 Year | | | | 10 Year | | | |||||||||||||||||
| | International Equity | | | | | | | | | | | | | | | | | | | | | | | | 4 | | |
| | U.S. Equity | | | | | | | | | | | | | | | | | | | | | | | 3 | | | |
| | Taxable Bond | | | | | | | | | | | | | | | | | | | | | | | | 1 | | |
|
Investment Category
|
| |
Minimum Allocation
|
| |
Maximum Allocation
|
| |||||||||
| | | 1 | | | | | | 40% | | | | | | 100% | | |
| | | 2 | | | | | | 0% | | | | | | 60% | | |
| | | 3 | | | | | | 0% | | | | | | 25% | | |
| | | 4 | | | |
Not Permitted
|
| |
Not Permitted
|
|
|
Transaction
Date |
| |
Transaction
Type |
| |
Hypothetical
Contract Value Before Transaction |
| |
Purchase
Payments |
| |
Net
Withdrawals |
| |
Advisory
Fee |
| |
Hypothetical
Contract Value |
| |
Benefit
Base |
| |
Adjusted
Withdrawal Amount |
| |
Return of
Purchase Payments Death Benefit |
| ||||||||||||||||||||||||
|
1/1/20
|
| |
Contract Issue
|
| | | | N/A | | | | | | 100,000 (A) | | | | | | N/A | | | | | | — | | | | | | 100,000 | | | | | | 100,000 | | | | | | — | | | | | | 100,000 | | |
|
1/1/21
|
| |
Anniversary
|
| | | | 120,000 (B) | | | | | | — | | | | | | — | | | | | | — | | | | | | 120,000 | | | | | | 120,000 | | | | | | — | | | | | | 120,000 | | |
|
5/15/21
|
| |
Purchase
Payment |
| | | | 130,000 | | | | | | 80,000 (C) | | | | | | — | | | | | | — | | | | | | 210,000 (D) | | | | | | 210,000 | | | | | | — | | | | | | 210,000 | | |
|
1/1/22
|
| |
Anniversary
|
| | | | 202,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | 202,000 | | | | | | 210,000 | | | | | | — | | | | | | 202,000 | | |
|
4/1/22
|
| |
Withdrawal
|
| | | | 208,000 | | | | | | — | | | | | | 25,000 (E) | | | | | | — | | | | | | 183,000 (F) | | | | | | 184,760 | | | | | | 21,635 (G) | | | | | | 183,000 (H) | | |
|
1/1/23
|
| |
Anniversary
|
| | | | 190,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | 190,000 | | | | | | 190,000 | | | | | | — | | | | | | 190,000 | | |
|
1/1/24
|
| |
Anniversary
|
| | | | 180,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | 180,000 | | | | | | 190,000 | | | | | | — | | | | | | 180,000 | | |
|
11/30/24
|
| |
SecurePay WD
|
| | | | 175,000 | | | | | | — | | | | | | 9,500 (I) | | | | | | — (I) | | | | | | 165,500 | | | | | | 190,000 | | | | | | 8,597 (J) | | | | | | 165,500 (K) | | |
|
1/1/25
|
| |
SecurePay WD
|
| | | | 165,000 | | | | | | | | | | | | 9,500 (L) | | | | | | — | | | | | | 155,500 | | | | | | 190,000 | | | | | | 8,623 | | | | | | 155,500 | | |
|
3/31/25
|
| |
Excess
Withdrawal |
| | | | 158,000 | | | | | | — | | | | | | 16,000 (M) | | | | | | 2,130 (N) | | | | | | 142,000 | | | | | | 179,899 | | | | | | 16,582 (O) | | | | | | 142,000 (P) | | |
|
7/1/25
|
| |
Owner Death
|
| | | | 125,000 (R) | | | | | | — | | | | | | — | | | | | | 1,875 (Q) | | | | | | 125,000 | | | | | | 179,899 | | | | | | 1,919 | | | | | | 126,009 (S) | | |
|
Transaction
Date |
| |
Transaction
Type |
| |
Hypothetical
Contract Value Before Transaction |
| |
Purchase
Payments |
| |
Net
Withdrawals |
| |
Advisory
Fee |
| |
Hypothetical
Contract Value |
| |
Adjusted
Withdrawal Amount |
| |
Return of
Purchase Payments Death Benefit |
| |||||||||||||||||||||
|
1/1/20
|
| |
Contract Issue
|
| | | | N/A | | | | | | 100,000 (A) | | | | | | N/A | | | | | | — | | | | | | 100,000 | | | | | | — | | | | | | 100,000 | | |
|
1/1/21
|
| |
Anniversary
|
| | | | 120,000 (B) | | | | | | | | | | | | — | | | | | | — | | | | | | 120,000 | | | | | | — | | | | | | 120,000 | | |
|
1/1/22
|
| |
Anniversary
|
| | | | 130,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | 130,000 | | | | | | — | | | | | | 130,000 | | |
|
4/1/22
|
| |
Withdrawal
|
| | | | 125,000 | | | | | | — | | | | | | 25,000 (C) | | | | | | — | | | | | | 100,000 (D) | | | | | | 26,000 (E) | | | | | | 100,000 (F) | | |
|
1/1/24
|
| |
Anniversary
|
| | | | 103,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | 103,000 | | | | | | — | | | | | | 103,000 | | |
|
10/1/24
|
| |
Purchase
Payment |
| | | | 85,000 | | | | | | 80,000 (G) | | | | | | — | | | | | | — | | | | | | 165,000 | | | | | | — | | | | | | 165,000 | | |
|
11/30/24
|
| |
Withdrawal
|
| | | | 155,000 | | | | | | — | | | | | | 5,500 (H) | | | | | | — | | | | | | 149,500 | | | | | | 5,465 (I) | | | | | | 149,500 (J) | | |
|
1/1/25
|
| |
Anniversary
|
| | | | 152,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | 152,000 | | | | | | — | | | | | | 152,000 | | |
|
3/31/25
|
| |
Withdrawal
|
| | | | 160,000 | | | | | | — | | | | | | 16,000 (K) | | | | | | 2,160 (L) | | | | | | 144,000 | | | | | | 16,859 (M) | | | | | | 144,000 | | |
|
7/1/25
|
| |
Owner Death
|
| | | | 135,000 (N) | | | | | | — | | | | | | — | | | | | | 2,025 (O) | | | | | | 135,000 | | | | | | 1,975 (P) | | | | | | 135,000 (Q) | | |
| |
STATE
|
| | |
Deadline for New Contract Purchase
|
| | |
Deadline Replacement Contract Purchase
|
| |
| | AL | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | AK | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | AZ | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | AZ – Senior (A) | | | | within thirty (30) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | AR | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | CA | | | | within twenty (20) days for greater of return of Purchase Payments & Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | CA – Senior (B) | | | | within thirty (30) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | CO | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | CT (C) | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | DE | | | | within ten (10) days for a return of Contract Value | | | | within twenty (20) days for a return of Contract Value | | |
| | DC | | | | within ten (10) days for a return of Contract Value | | | | within ten (10) days for a return of Contract Value | | |
| | FL | | | | within thirty (30) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | GA | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | HI | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | ID | | | | within twenty (20) days for greater of return of Purchase Payments & Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | IL | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | IN | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | IA | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | KS | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | KY | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | LA | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| |
STATE
|
| | |
Deadline for New Contract Purchase
|
| | |
Deadline Replacement Contract Purchase
|
| |
| | ME | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | MD | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | MA | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | MI | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | MN | | | | within twenty (20) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | MS | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | MO | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | MT | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | NE | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | NV | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | NH | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | NJ | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | NM | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | NY | | | | within ten (10) days for a return of Contract Value | | | | within sixty (60) days for a return of Contract Value | | |
| | NC | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | ND | | | | within twenty (20) days for a return of Contract Value | | | | within twenty (20) days for a return of Contract Value | | |
| | OH | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | OK | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | OR | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | PA | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | RI | | | | within twenty (20) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| |
STATE
|
| | |
Deadline for New Contract Purchase
|
| | |
Deadline Replacement Contract Purchase
|
| |
| | SC | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | SD | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | TN | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | TX | | | | within twenty (20) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | UT | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | VT | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | VA | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | WA | | | | within ten (10) days for greater of Return of Purchase Payments & Contract Value | | | | within thirty (30) days for greater of Return of Purchase Payments & Contract Value | | |
| | WV | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | WI | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
| | WY | | | | within ten (10) days for a return of Contract Value | | | | within thirty (30) days for a return of Contract Value | | |
Date
|
| |
Investment
Return During Year at 5% |
| |
Annuity
Value Before Payment |
| |
Payment
Made |
| |
Annuity
Value After Payment |
| ||||||||||||
Annuity Date
|
| | | | | | | | | $ | 100,000.00 | | | | | $ | 0.00 | | | | | $ | 100,000.00 | | |
End of 1st year
|
| | | $ | 5,000.00 | | | | | $ | 105,000.00 | | | | | $ | 23,097.48 | | | | | $ | 81,902.52 | | |
End of 2nd year
|
| | | $ | 4,095.13 | | | | | $ | 85,997.65 | | | | | $ | 23,097.48 | | | | | $ | 62,900.17 | | |
End of 3rd year
|
| | | $ | 3,145.01 | | | | | $ | 66,045.17 | | | | | $ | 23,097.48 | | | | | $ | 42,947.69 | | |
End of 4th year
|
| | | $ | 2,147.38 | | | | | $ | 45,095.08 | | | | | $ | 23,097.48 | | | | | $ | 21,997.60 | | |
End of 5th year
|
| | | $ | 1,099.88 | | | | | $ | 23,097.48 | | | | | $ | 23,097.48 | | | | | $ | 0.00 | | |
|
Contract
Year |
| |
End of
Year Attained Age |
| |
Maximum
Allowed Withdrawal Percentage |
| |
Purchase
Payments |
| |
Actual
Withdrawals |
| |
Annual
Withdrawal Amount |
| |
Annual
Withdrawal Amount Balance |
| |
Excess
Withdrawal |
| |
Advisory
Fee |
| |
Hypothetical
Contract Value |
| |
End of
Year Benefit Base |
| ||||||||||||||||||||||||||||||
|
At issue
|
| | | | 60 | | | | | | | | | | | | 100,000 | | | | | | N/A | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 100,000 | | | | | | 100,000 (A) | | |
|
1
|
| | | | 61 | | | | | | 3.50% | | | | | | 50,000 (B) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 153,975 | | | | | | 153,975 | | |
|
2
|
| | | | 62 | | | | | | 3.50% | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 161,676 | | | | | | 161,676 | | |
|
3
|
| | | | 63 | | | | | | 3.50% | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 160,300 | | | | | | 161,676 | | |
|
4
|
| | | | 64 | | | | | | 3.50% | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 176,543 | | | | | | 176,543 | | |
|
5
|
| | | | 65 | | | | | | 4.00% | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 185,796 | | | | | | 185,796 | | |
|
6
|
| | | | 66 | | | | | | 4.10% | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 192,345 | | | | | | 192,345 | | |
|
7
|
| | | | 67 | | | | | | 4.20% | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 232,976 | | | | | | 232,976 | | |
|
8
|
| | | | 68 | | | | | | 4.30% | | | | | | — | | | | | | 10,000 (C) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 228,630 | | | | | | 228,630 (D) | | |
|
9
|
| | | | 69 | | | | | | 4.40% | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 249,675 | | | | | | 249,675 | | |
|
10
|
| | | | 70 | | | | | | 4.50% | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 265,498 | | | | | | 265,498 | | |
|
11
|
| | | | 71 (E) | | | | | | 4.55% | | | | | | — | | | | | | 12,080 | | | | | | 12,080 (E) | | | | | | — | | | | | | — | | | | | | — | | | | | | 256,438 | | | | | | 265,498 | | |
|
12
|
| | | | 72 | | | | | | 4.60% | | | | | | — | | | | | | 12,080 | | | | | | 12,080 (E) | | | | | | — | | | | | | — | | | | | | — | | | | | | 245,854 | | | | | | 265,498 | | |
|
13
|
| | | | 73 | | | | | | 4.65% | | | | | | — | | | | | | 12,080 | | | | | | 12,080 (E) | | | | | | — | | | | | | — | | | | | | — | | | | | | 243,965 | | | | | | 265,498 | | |
|
14
|
| | | | 74 | | | | | | 4.70% | | | | | | — | | | | | | 5,000 | | | | | | 12,080 (F) | | | | | | 7,080 (F) | | | | | | — | | | | | | — | | | | | | 240,951 | | | | | | 265,498 | | |
|
15
|
| | | | 75 | | | | | | 4.75% | | | | | | — | | | | | | 12,080 | | | | | | 12,080 (G) | | | | | | — | | | | | | — | | | | | | — | | | | | | 236,710 | | | | | | 265,498 | | |
|
16
|
| | | | 76 | | | | | | 4.80% | | | | | | — | | | | | | 12,080 | | | | | | 12,080 (G) | | | | | | — | | | | | | — | | | | | | — | | | | | | 227,843 | | | | | | 265,498 | | |
|
17
|
| | | | 77 | | | | | | 4.75% | | | | | | — | | | | | | 12,080 | | | | | | 12,080 (G) | | | | | | — | | | | | | — | | | | | | 3,418 (H) | | | | | | 201,496 | | | | | | 265,498 (H) | | |
|
18
|
| | | | 78 | | | | | | 4.90% | | | | | | — | | | | | | 50,000 | | | | | | 12,080 (I) | | | | | | — | | | | | | 37,920 (I) | | | | | | 3,022 (J) | | | | | | 161,985 | | | | | | 212,347 (K) | | |
Age of (Younger) Covered Person on the Benefit Election Date
|
| |
Withdrawal Percentage -
(One Covered Person) |
| |
Withdrawal Percentage -
(Two Covered Persons) |
| ||||||
At least 60 but less than 65 years old
|
| | | | 3.50% | | | | | | 3.00% | | |
65 | | | | | 4.00% | | | | | | 3.50% | | |
66 | | | | | 4.10% | | | | | | 3.60% | | |
67 | | | | | 4.20% | | | | | | 3.70% | | |
68 | | | | | 4.30% | | | | | | 3.80% | | |
69 | | | | | 4.40% | | | | | | 3.90% | | |
70 | | | | | 4.50% | | | | | | 4.00% | | |
71 | | | | | 4.55% | | | | | | 4.05% | | |
72 | | | | | 4.60% | | | | | | 4.10% | | |
73 | | | | | 4.65% | | | | | | 4.15% | | |
74 | | | | | 4.70% | | | | | | 4.20% | | |
75 | | | | | 4.75% | | | | | | 4.25% | | |
76 | | | | | 4.80% | | | | | | 4.30% | | |
77 | | | | | 4.85% | | | | | | 4.35% | | |
78 | | | | | 4.90% | | | | | | 4.40% | | |
79 | | | | | 4.95% | | | | | | 4.45% | | |
80 | | | | | 5.00% | | | | | | 4.50% | | |
PROTECTIVE LIFE INSURANCE COMPANY
P.O. Box 10648
Birmingham, Alabama 35202-0648
Telephone: 1-800-456-6330
STATEMENT OF ADDITIONAL INFORMATION
PROTECTIVE VARIABLE ANNUITY SEPARATE ACCOUNT
A FLEXIBLE PREMIUM
DEFERRED VARIABLE AND FIXED ANNUITY CONTRACT
This Statement of Additional Information ("SAI") contains information in addition to the information described in the Prospectus for the individual flexible premium deferred variable and fixed annuity contract (the "Contract") offered by Protective Life Insurance Company (the "Company"). This Statement of Additional Information is not a prospectus. It should be read only in conjunction with the Prospectus for the Contract and the prospectuses for the Funds. Those prospectuses provide detailed information concerning the Contract and the variable investment options that fund the Contract. Each variable investment option is a subaccount of the Company's Protective Variable Annuity Separate Account. Definitions of special terms used in the SAI are found in the Prospectus for the Contract. The Prospectus for the Contract is dated May 1, 2024. You may obtain a copy of the Prospectus by writing us at P.O. Box 10648, Birmingham, Alabama 35202-0648 or calling us toll free at 1-800-456-6330.
THE DATE OF THIS STATEMENT OF ADDITIONAL INFORMATION IS MAY 1, 2024.
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
Page |
|||||||
THE COMPANY | 1 | ||||||
SAFEKEEPING OF ACCOUNT ASSETS |
1 |
||||||
RECORDS AND REPORTS |
1 |
||||||
EXPERTS |
1 |
||||||
FINANCIAL STATEMENTS |
2 |
THE COMPANY
We are Protective Life Insurance Company (the "Company", "we," "our," "us" and "Protective Life"), a Tennessee corporation. Protective Life is the principal operating subsidiary of Protective Life Corporation ("PLC"), a U.S. insurance holding company and a wholly-owned subsidiary of Dai-ichi Life Holdings, Inc. ("Dai-ichi"). Dai-ichi's stock is traded on the Tokyo Stock Exchange. No other company has any legal responsibility to pay amounts that the Company owes under the Contracts. The Company is solely responsible for paying all amounts owed to you under the Contract.
SAFEKEEPING OF ACCOUNT ASSETS
Title to the assets of the Variable Account is held by Protective Life. The assets are kept physically segregated and held separate and apart from the Company's general account assets and from the assets in any other separate account.
Records are maintained of all purchases and redemptions of Fund shares held by each of the Sub-Accounts.
The officers and employees of Protective Life are covered by an insurance company blanket bond issued in the amount of $50 million dollars. The bond insures against dishonest and fraudulent acts of officers and employees.
RECORDS AND REPORTS
Protective Life will maintain all records and accounts relating to the Variable Account. As presently required by the 1940 Act and regulations promulgated thereunder, reports containing such information as may be required under the Act or by any other applicable law or regulation will be sent to Owner(s) periodically at the last known address.
EXPERTS
The financial statements of the subaccounts that comprise Protective Variable Annuity Separate Account as of December 31, 2023, and for each of the years or periods presented, have been incorporated by reference in this Statement of Additional Information in reliance upon the report of KPMG LLP, independent registered public accounting firm, incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing.
The statutory financial statements and financial statement schedules of Protective Life Insurance Company as of December 31, 2023 and 2022, and for each of the years in the three-year period ended December 31, 2023, have been incorporated by reference in this Statement of Additional Information in reliance upon the report of KPMG LLP, independent registered public accounting firm, incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing.
The audit report covering the December 31, 2023 statutory financial statements includes explanatory language that states that the financial statements are prepared by Protective Life Insurance Company using statutory accounting practices prescribed or permitted by the Department of Commerce and Insurance of the State of Tennessee, which is a basis of accounting other than U.S. generally accepted accounting principles. Accordingly, the audit report states that the financial statements are not intended to be and, therefore, are not presented fairly in accordance with U.S. generally accepted accounting principles and further states that those financial statements are presented fairly, in all material respects, in accordance with statutory accounting practices prescribed or permitted by the Department of Commerce and Insurance of the State of Tennessee.
The business address for KPMG LLP is 420 20th Street North, Suite 1800, Birmingham, Alabama 35203.
FINANCIAL STATEMENTS
The audited statements of assets and liabilities of the subaccounts of Protective Variable Annuity Separate Account as of December 31, 2023, and the related statements of operations and of changes in net assets for each of the years or periods presented as well as the Report of Independent Registered Public Accounting Firm are incorporated into the Statement of Additional Information by reference to the Variable Account's Form N-VPFS, File No. 811-08108 filed with the SEC on April 12, 2024.
PART C
OTHER INFORMATION
Item 27. Exhibits.
(a) Board of Directors Resolution
(a) (1) Resolution of the Board of Directors of Protective Life Insurance Company authorizing establishment of the Protective Variable Annuity Separate Account is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-233415), filed with the Commission on August 22, 2019.
(b) Custodian Agreements - Not Applicable
(c) Underwriting Contracts
(c) (1) Distribution Agreement among Protective Life Insurance Company, Investment Distributors, Inc. and the Protective Variable Annuity Separate Account is incorporated herein by reference to the Form N-4 Registration Statement, (File No. 333-233415), filed with the Commission on August 22, 2019.
(c) (2) Distribution Agreement between Investment Distributors, Inc. and broker-dealers is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-233415), filed with the Commission on August 22, 2019.
(c) (3) Distribution Agreement between IDI and PLICO is incorporated herein by reference to Post-Effective Amendment No. 8 to the Form N-4 Registration Statement (File No. 333-153041), filed with the Commission on September 16, 2011.
(c) (3) (i) Second Amended Distribution Agreement dated October 24, 2013 (PLICO-IDI) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-190294), filed with the Commission on April 25, 2014.
(c) (3) (ii) Revised Second Amended Distribution Agreement dated June 1, 2018 (PLICO-IDI) is incorporated herein by reference to Post-Effective Amendment No. 26 to the Form N-4 Registration Statement (File No. 333-112892), filed with the Commission on July 20, 2018.
(c) (3) (iii) First Amendment to the Revised Second Amended Distribution Agreement between IDI and PLICO is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on July 27, 2020.
(c) (3) (iv) Revised Schedule to Second Amended Distribution Agreement between IDI and PLICO is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on November 25, 2020.
(d) Contracts
(d) (1) Form of Individual Flexible Premium Deferred Variable and Fixed Annuity Contract is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 20, 2020.
(d) (2) Contract Schedule for Individual Contracts is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 20, 2020.
(d) (3) Guaranteed Account Endorsement is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 20, 2020.
(d) (4) Revised Nursing Home Endorsement is incorporated herein by reference to the Post-Effective Amendment No. 4 to the Form N-4 Registration Statement (File No. 333-179649), filed with the Commission on February 19, 2013.
(d) (5) SecurePay Rider is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 20, 2020.
(d) (6) Qualified Retirement Plan Endorsement, is incorporated herein by reference to the Form N-4 Registration Statement (FIle No. 333-237747), filed with the Commission on August 24, 2020.
(d) (7) Roth IRA Endorsement, is incorporated herein by reference to the Form N-4 Registration Statement (FIle No. 333-237747), filed with the Commission on August 24, 2020.
(d) (8) Traditional IRA Endorsement, is incorporated herein by reference to the Form N-4 Registration Statement (FIle No. 333-237747), filed with the Commission on August 24, 2020.
(d) (9) Return of Purchase Payments Death Benefit Rider with Advisory Fee is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 20, 2020.
(d) (10) Annuitization Bonus Endorsement is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 20, 2020.
(e) Applications
(e) (1) Contract Application for Individual Flexible Premium Deferred Variable and Fixed Annuity Contract is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 20, 2020.
(f) Depositor's Certification of Incorporation and By-Laws
(f) (1) 2011 Amended and Restated Charter of Protective Life Insurance Company is incorporated herein by reference to Post-Effective Amendment No. 8 to the Form N-4 Registration Statement (File No. 333-153041), filed with the Commission on September 16, 2011.
(f) (1) (i) 2020 Amended and Restated Charter of Protective Life Insurance Company is incorporated herein by reference to Post-Effective Amendment No. 9 to the Form N-4 Registration Statement (File No. 333-201919), filed with the Commission on February 11, 2021.
(f) (2) 2011 Amended and Restated By-laws of Protective Life Insurance Company is incorporated herein by reference to Post-Effective Amendment No. 8 to the Form N-4 Registration Statement (File No. 333-153041), filed with the Commission on September 16, 2011.
(f) (2) (i) 2020 Amended and Restated By-laws of Protective Life Insurance Company is incorporated herein by reference to Post-Effective Amendment No. 9 to the Form N-4 Registration Statement (File No. 333-201919), filed with the Commission on February 11, 2021.
(g) Reinsurance Contracts - Not Applicable
(h) Participation Agreements
(h) (1) Participation Agreement dated April 30, 2002 (Lord Abbett Series Fund) is incorporated herein by reference to Post-Effective Amendment No. 3 to the Form N-4 Registration Statement (File No. 333-94047), filed with the Commission on April 25, 2002.
(h) (1) (i) Rule 22c-2 Shareholder Information Agreement (Lord Abbett Series Fund) is incorporated herein by reference to Post-Effective Amendment No. 17 to the Form N-4 Registration Statement (File No. 33-70984), filed with the Commission on April 27, 2007.
(h) (1) (ii) Amendment dated April 28, 2022 (Lord Abbett Series Fund) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the N-4 Registration Statement (File No. 333-261426), filed July 5, 2022.
(h) (2) Participation Agreement dated December 19, 2003 (Goldman Sachs Variable Insurance Trust) is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-112892), filed with the Commission on February 17, 2004.
(h) (2) (i) Rule 22c-2 Shareholder Information Agreement dated April 11, 2007 (Goldman Sachs Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 17 to the Form N-4 Registration Statement (File No. 33-70984), filed with the Commission on April 27, 2007.
(h) (2) (ii) Amendment dated April 12, 2011 to Participation Agreement re Summary Prospectus (Goldman Sachs Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 19 to the Form N-4 Registration Statement (File No. 333-113070), filed with the Commission on April 25, 2011.
(h) (2) (iii) Amendment dated December 22, 2020 to Participation Agreement (Goldman Sachs Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (2) (iv) Amendment dated April 12, 2021 to Participation Agreement (Goldman Sachs Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (2) (v) Amendment dated March 24, 2022 to Participation Agreement (Goldman Sachs Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on April 15, 2022.
(h) (2) (vi) Amendment dated December 15, 2022 to Participation Agreement (Goldman Sachs Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (3) Participation Agreement dated April 11, 2007 (Fidelity Variable Insurance Products) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (3) (i) Rule 22c-2 Shareholder Information Agreement (Fidelity Variable Insurance Products) is incorporated herein by reference to Post-Effective Amendment No. 17 to the Form N-4 Registration Statement (File No. 33-70984), filed with the Commission on April 27, 2007.
(h) (3) (ii) Amendment dated October 15, 2020 to Participation Agreement (Fidelity Variable Insurance Products) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (3) (iii) Amendment dated October 11, 2021 to Participation Agreement (Fidelity Variable Insurance Products) is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on November 30, 2021.
(h) (3) (iv) Amendment dated March 10, 2022 to Participation Agreement (Fidelity Variable Insurance Products) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on April 15, 2022.
(h) (3) (v) Amendment dated December 15, 2022 to Participation Agreement (Fidelity Variable Insurance Products) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (4) Participation Agreement dated February 1, 2015 (Franklin Templeton Variable Insurance Products Trust) is incorporated herein by reference to Post-Effective Amendment No. 12 to the Form N-4 Registration Statement (File No. 333-190294), as filed with the Commission on April 28, 2021.
(h) (4) (i) Rule 22c-2 Shareholder Information Agreement (Franklin Templeton Variable Insurance Products Trust) is incorporated herein by reference to Post-Effective Amendment No. 17 to the Form N-4 Registration Statement (File No. 33-70984), filed with the Commission on April 27, 2007.
(h) (4) (ii) Participation Agreement dated November 30, 2020 (Franklin Templeton Variable Insurance Products Trust) is incorporated herein by reference to Post-Effective Amendment No. 9 to the Form N-4 Registration Statement (File No. 333-201919), filed with the Commission on February 11, 2021.
(h) (4) (iii) Addendum dated November 30, 2020 to Participation Agreement (Franklin Templeton Variable Insurance Products Trust) is incorporated herein by reference to Post-Effective Amendment No. 9 to the Form N-4 Registration Statement (File No. 333-201919), filed with the Commission on February 11, 2021.
(h) (4) (iv) Amendment dated March 31, 2021 to Participation Agreement (Franklin Templeton Variable Insurance Products Trust) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (4) (v) Amendment dated April 1, 2022 to Participation Agreement (Franklin Templeton Variable Insurance Products Trust) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the N-4 Registration Statement (File No. 333-261426), filed July 5, 2022.
(h) (4) (vi) Amendment dated November 1, 2022 to Participation Agreement (Franklin Templeton Variable Insurance Products Trust) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (5) Participation Agreement dated October 15, 2017 (DFA Investment Dimensions Group Inc.) is incorporated herein by reference to Post-Effective Amendment No. 28 to the Form N-6 Registration Statement (File No. 333-52215), filed with the Commission on November 27, 2017.
(h) (5) (i) Amendment dated August 20, 2020 to Participation Agreement (DFA Investment Dimensions Group) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on August 24, 2020.
(h) (5) (ii) Amendment dated May 1, 2022 to Participation Agreement (DFA Investment Dimensions Group) is incorporated herein by reference to Post-Effective Amendment No. 8 to the Form N-6 Registration Statement (File No. 333-232740), filed with the Commission on August 8, 2022.
(h) (6) Participation Agreement dated November 1, 2009 (Legg Mason) is incorporated herein by reference to Post-Effective Amendment No. 15 to the Form N-4 Registration Statement (File No. 333-113070), filed with the Commission on October 28, 2009.
(h) (6) (i) Amendment dated April 11, 2014 to Participation Agreement (Legg Mason) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (6) (ii) Amendment dated September 10, 2019 to Participation Agreement (Legg Mason) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (6) (iii) Amendment dated August 11, 2020 to Participation Agreement (Legg Mason) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (6) (iv) Amendment dated November 30, 2020 to Participation Agreement (Legg Mason) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-6 Registration Statement (File No. 333-248236), filed with the Commission on December 16, 2020.
(h) (6) (v) Amendment dated April 7, 2021 to Participation Agreement (Legg Mason) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (6) (vi) Amendment dated October 26, 2022 to Participation Agreement (Legg Mason) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-267354), filed with the Commission on December 15, 2022.
(h) (7) Participation Agreement dated November 1, 2009 (PIMCO Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 15 to the Form N-4 Registration Statement (File No. 333-113070), filed with the Commission on October 28, 2009.
(h) (7) (i) Novation of and Amendment dated April 25, 2011 to Participation Agreement (PIMCO Variable Insurance Trust) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (7) (ii) Amendment dated April 25, 2011 to Participation Agreement re Summary Prospectuses (PIMCO Variable Insurance Trust) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (7) (iii) Amendment dated September 1, 2020 to Participation Agreement (PIMCO Variable Insurance Trust) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-6 Registration Statement (File No. 333-248236), filed with the Commission on December 16, 2020.
(h) (7) (iv) Amendment dated April 2, 2021 to Participation Agreement (PIMCO Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (7) (v) Amendment dated August 9, 2022 to ParticipationAgreement (PIMCO Variable Insurance Trust) is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-267354), filed with the Commission on September 9, 2022.
(h) (8) Participation Agreement dated November 1, 2009 (Royce Capital) is incorporated herein by reference to Post-Effective Amendment No. 15 to the Form N-4 Registration Statement (File No. 333-113070), filed with the Commission on October 28, 2009.
(h) (8) (i) Rule 22c-2 Information Sharing Agreement (Royce Capital) is incorporated herein by reference to Post-Effective Amendment No. 15 to the Form N-4 Registration Statement (File No. 333-113070), filed with the Commission on October 28, 2009.
(h) (8) (ii) Amendment dated November 30, 2020 to Participation Agreement (Royce Capital) is incorporated herein by reference to Post-Effective Amendment No. 9 to the Form N-4 Registration Statement (File No. 333-201919), filed with the Commission on February 11, 2021.
(h) (8) (iii) Amendment dated August 10, 2022 to Participation Agreement (Royce Capital) is incorporated herein by reference to Post-Effective Amendment No. 26 to the Form N-4 Registration Statement (File No. 333-176657), filed with the Commission on April 20, 2023.
(h) (9) Participation Agreement dated February 1, 2015 (AIM-Invesco Variable Insurance Funds) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (9) (i) Rule 22c-2 Agreement (AIM-Invesco Variable Insurance Funds) is incorporated herein by reference to Post-Effective Amendment No. 12 to the Form N-4 Registration Statement (File No. 333-179649), as filed with the Commission on August 24, 2016.
(h) (9) (ii) Amendment dated March 22, 2022 to Participation Agreement (AIM-Invesco Variable Insurance Funds) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the N-4 Registration Statement (File No. 333-261426), filed with the Commission on July 5, 2022.
(h) (10) Participation Agreement dated June 18, 2015 (American Funds) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (10) (i) Rule 22c-2 Shareholder Information Agreement (American Funds) is incorporated herein by reference to Post-Effective Amendment No. 11 to the Form N-4 Registration Statement (File No. 333-113070), filed with the Commission on April 30, 2008.
(h) (10) (ii) Amendment dated October 1, 2019 to Participation Agreement (American Funds) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (10) (iii) Amendment dated November 25, 2020 to Participation Agreement (American Funds) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-6 Registration Statement (File No. 333-248236), filed with the Commission on December 16, 2020.
(h) (10) (iv) Amendment dated March 22, 2021 to Participation Agreement (American Funds) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File 333-240192), filed with the Commission on April 16, 2021.
(h) (10) (v) Amendment dated April 29, 2022 to Participation Agreement (American Funds) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the N-4 Registration Statement (File No. 333-261426), filed July 5, 2022.
(h) (10) (vi) Amendment dated August 1, 2022 to Participation Agreement (American Funds) is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-267354), filed with the Commission on September 9, 2022.
(h) (11) Participation Agreement dated May 1, 2016 (Clayton Street Funds) is incorporated by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (11) (i) Rule 22c-2 Agreement (Clayton Street Funds) is incorporated herein by reference to Post-Effective Amendment No. 4 to the Form N-4 Registration Statement (File No. 333-190294), filed with the Commission on April 26, 2016.
(h) (11) (ii) Amendment dated September 1, 2020 to Participation Agreement (Clayton Street Funds) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on November 25, 2020.
(h) (11) (iii) Amendment dated December 10, 2020 (Clayton Street Funds) is incorporated herein by reference to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on November 30, 2021.
(h) (11) (iv) Amendment dated March 10, 2022 (Clayton Street Funds) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on April 15, 2022.
(h) (12) Participation Agreement dated November 23, 2020 (Vanguard Variable Insurance Fund) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 28, 2021.
(h) (12) (i) Revised Schedule A dated April 30, 2021 to Participation Agreement (Vanguard Variable Insurance Fund) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 28, 2021.
(h) (12) (ii) Revised Schedule A dated October 13, 2022 to Participation Agreement (Vanguard Variable Insurance Fund) is incorporated herein by reference to the Post-Effective Amendment No. 11 to the Form N-6 Registration Statement (File No. 333-232740), filed with the Commission on April 25, 2023.
(h) (13) Participation Agreement dated December 16, 2020 (Alliance Bernstein) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (13) (i) Amendment dated March 15, 2021 to Participation Agreement (Alliance Bernstein) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (13) (ii) Amendment dated January 1, 2023 to Participation Agreement (Alliance Bernstein) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (13) (iii) Amendment dated April 1, 2024 to Participation Agreement (Alliance Bernstein) - Filed herein.
(h) (14) Participation Agreement dated December 1, 2020 (BlackRock) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-6 Registration Statement (File No. 333-248236), filed with the Commission on December 16, 2020.
(h) (14) (i) Amendment dated May 1, 2021 to Participation Agreement (BlackRock) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (14) (ii) Amendment dated April 1, 2022 to Participation Agreement (BlackRock) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (14) (iii) Amendment dated September 16, 2022 to Participation Agreement (BlackRock) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (14) (iv) Amendment dated September 16, 2022 to Participation Agreement (BlackRock) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (15) Participation Agreement dated April 12, 2021 (Columbia Funds Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (15) (i) Participation Agreement dated April 12, 2021 (Columbia Funds Variable Insurance Trust II) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (15) (ii) Amendment dated November 23, 2021 (Columbia Funds Variable Insurance Trust II) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on April 15, 2022.
(h) (15) (iii) Amendment dated March 22, 2022 (Columbia Funds Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on April 15, 2022.
(h) (15) (iv) Amendment dated December 30, 2022 to Participation Agreement (Columbia Funds Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (15) (v) Amendment dated December 30, 2022 to Participation Agreement (Columbia Funds Variable Insurance Trust II) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (16) Participation Agreement dated December 8, 2020 (T. Rowe Price) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (16) (i) Rule 22c-2 Agreement dated December 8, 2020 (T. Rowe Price) is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-240192), filed with the Commission on April 16, 2021.
(h) (16) (ii) Amendment dated May 3, 2021 to Participation Agreement (T. Rowe Price) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on October 18, 2021.
(h) (17) Participation Agreement dated May 1, 2018 (American Century Investment Services, Inc.) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-248236), filed with the Commission on December 16, 2020.
(h) (17) (i) Amendment dated November 10, 2020 (American Century Investment Services, Inc.) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-248236), filed with the Commission on December 16, 2020.
(h) (17) (ii) Amendment dated April 1, 2022 to Participation Agreement (American Century Investment Services, Inc.) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on April 15, 2022.
(h) (17) (iii) Amendment dated March 30, 2022 to Participation Agreement (American Century Investment Services, Inc.) is incorporated herein by reference to Pre-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on July 5, 2022.
(h) (18) Participation Agreement dated May 1, 2003 (Morgan Stanley - UIF) is incorporated herein by reference to Post-Effective Amendment No. 5 to the Form N-4 Registration Statement, (File No. 333-94047), filed with the Commission on April 30, 2003.
(h) (18) (i) Rule 22c-2 Shareholder Information Agreement (Morgan Stanley - UIF) is incorporated herein by reference to Post-Effective Amendment No. 17 to the Form N-4 Registration Statement (File No. 33-70984), filed with the Commission on April 27, 2007.
(h) (18) (ii) Amendment dated March 11, 2022 to Participation Agreement (Morgan Stanley - UIF) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on April 15, 2022.
(h) (18) (iii) Amendment dated April 15, 2023 to Participation Agreement (Morgan Stanley - UIF) is incorporated herein by reference to Post-Effective Amendment No. 3 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on August 7, 2023.
(h) (19) Participation Agreement dated December 3, 2020 (Janus Aspen Series) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-6 Registration Statement (File No. 333-248236), filed with the Commission on December 16, 2020.
(h) (19) (i) Amendment dated October 11, 2021 to Participation Agreement (Janus Aspen Series) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on April 15, 2022.
(h) (19) (ii) Amendment dated March 1, 2022 to Participation Agreement (Janus Aspen Series) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-240102), filed with the Commission on April 15, 2022.
(h) (19) (iii) Amendment dated October 1, 2022 to Participation Agreement (Janus Aspen Series) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (20) Participation Agreement dated May 1, 2012 (MFS Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 12 to the Form N-4 Registration Statement (File No. 333-190294), as filed with the Commission on April 28, 2021.
(h) (20) (i) Rule 22c-2 Shareholder Information Agreement (MFS Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No.17 to the Form N-4 Registration Statement (File No. 33-70984), filed with the Commission on April 27, 2007.
(h) (20) (ii) Amendment dated October 1, 2020 to Participation Agreement (MFS Variable Insurance Trust) is incorporated herein by reference to Pre-Effective Amendment No. 1 to the Form N-6 Registration Statement (File No. 333-248236), filed with the Commission on December 16, 2020.
(h) (20) (iii) Amendment dated August 11, 2022 to Participation Agreement (MFS Variable Insurance Trust) is incorporated herein by reference to Post-Effective Amendment No. 2 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on April 20, 2023.
(h) (21) Participation Agreement dated May 1, 2023 (Lincoln Variable Insurance Products Trust) - Filed herein.
(h) (21) (i) Amendment dated April 29, 2024 to Participation Agreement (Lincoln Variable Insurance Products Trust) - Filed herein.
(i) Administrative Contracts - Not Applicable
(j) Other Material Contracts - Not Applicable
(k) Legal Opinion
(k) (1) Opinion and Consent of Brandon J. Cage, Esq. is incorporated herein by reference to Post-Effective Amendment No. 9 to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 20, 2023.
(l) Other Opinions
(l) (1) Consents of KPMG LLP
- Filed herein.
(l) (2) Powers of Attorney is incorporated herein by reference to Post-Effective Amendment No. 1 to the Form N-4 Registration Statement (File No. 333-261426), filed with the Commission on February 22, 2023.
(m) Omitted Financial Statements - Not Applicable
(n) Initial Capital Agreements - Not Applicable
(o) Form of Initial Summary Prospectuses is incorporated herein by reference to Post-Effective Amendment No. 8 to the Form N-4 Registration Statement (File No. 333-237747), filed with the Commission on April 22, 2022.
Item 28. Directors and Officers of Depositor.
Name and Principal Business Address* | Position and Offices with Depositor | |
Adams, D. Scott | Executive Vice President, Chief Transformation and Strategy Officer | |
Banerjee Choudhury, Shiladitya (Deep) | Senior Vice President, and Treasurer | |
Bartlett, Malcolm Lee | Senior Vice President, Corporate Tax | |
Bern, Leigh Bynum | Senior Vice President, Chief Financial Actuary, and Appointed Actuary | |
Bielen, Richard J. | Chairman of the Board, Chief Executive Officer, President, and Director | |
Black, Lance P. | Executive Vice President, Acquisitions and Corporate Development | |
Byrd, Kenneth | Senior Vice President, Operations | |
Cox, Kathryn S. | Senior Vice President, and President, Protection Division | |
Cramer, Steve | Senior Vice President, and Chief Product Officer | |
Creutzmann, Scott E. | Senior Vice President, and Chief Compliance Officer | |
Drew, Mark L. | Executive Vice President, and Chief Legal Officer | |
Evesque, Wendy L. | Executive Vice President, and Chief Human Resources Officer | |
Hardeman, James C. | Senior Vice President, Financial Planning and Analysis | |
Harrison, Wade V. | Executive Vice President, and Chief Retail Officer | |
Herring, Derry W | Senior Vice President, and Chief Auditor | |
Karchunas, M. Scott | Senior Vice President, and President, Asset Protection Division | |
Kohler, Matthew | Senior Vice President, and Chief Information Officer | |
Kurtz, Richard J. | Senior Vice President, and Chief Distribution Officer | |
Laeyendecker, Ronald | Senior Vice President, Executive Benefit Markets | |
Lawrence, Mary Pat | Senior Vice President, Government Affairs | |
Lee, Felicia M. | Secretary, Vice President, and Senior Counsel | |
McDonald, Laura Y. | Senior Vice President, and Chief Mortgage and Real Estate Officer | |
Passafiume, Philip E. | Executive Vice President, and Chief Investment Officer | |
Peeler, Rachelle R. | Senior Vice President, and Senior Human Resources Partner | |
Perry, David A. | Senior Vice President, and Chief Executive Officer, Concourse Financial Group | |
Pugh, Barbara N. | Senior Vice President, and Chief Accounting Officer | |
Radnoti, Francis L. | Senior Vice President, Chief Product Officer, and Designated Illustration Actuary | |
Ray, Webster M. | Senior Vice President, Investments | |
Riebel, Matthew A. | Senior Vice President, and Chief Distribution Officer | |
Seurkamp, Aaron C. | Senior Vice President, and President, Retirement Division | |
Wagner, James | Senior Vice President, and Chief Distribution Officer | |
Wahlheim, Cary T. | Senior Vice President, and Senior Counsel | |
Walker, Steven G. | Vice Chairman, Finance and Risk, and Director | |
Wells, Paul R. | Executive Vice President, Chief Financial Officer, and Director | |
Whitcomb, John | Senior Vice President, Retirement Operations and Strategic Planning | |
Williams, Doyle J. | Senior Vice President, and Chief Marketing Officer |
* Unless otherwise indicated, principal business address is 2801 Highway 280 South, Birmingham, Alabama 35223
Item 29. Persons Controlled by or Under Common Control With the Depositor or the Registrant
Item 30. Indemnification
Article XI of the By-laws of Protective Life provides, in substance, that any of Protective Life’s directors and officers, who is a party or is threatened to be made a party to any action, suit or proceeding, other than an action by or in the right of Protective Life, by reason of the fact that he is or was an officer or director, shall be indemnified by Protective Life against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such claim, action, suit or proceeding if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of Protective Life and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. If the claim, action or suit is or was by or in the right of Protective Life to procure a judgment in its favor, such person shall be indemnified by Protective Life against expenses (including attorneys’ fees) actually and reasonably incurred by him in connection with the defense or settlement of such action or suit if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of Protective Life, except that no indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable for negligence or misconduct in the performance of his duty to Protective Life unless and only to the extent that the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which such court shall deem proper. To the extent that a director or officer has been successful on the merits or otherwise in defense of any such action, suit or proceeding, or in defense of any claim, issue or matter therein, he shall be indemnified by Protective Life against expenses (including attorneys’ fees) actually and reasonably incurred by him in connection therewith, not withstanding that he has not been successful on any other claim issue or matter in any such action, suit or proceeding. Unless ordered by a court, indemnification shall be made by Protective Life only as authorized in the specific case upon a determination that indemnification of the officer or director is proper in the circumstances because he has met the applicable standard of conduct. Such determination shall be made (a) by the Board of Directors by a majority vote of a quorum consisting of directors who were not parties to, or who have been successful on the merits or otherwise with respect to, such claim action, suit or proceeding, or (b) if such a quorum is not obtainable, or, even if obtainable a quorum of disinterested directors so directs, by independent legal counsel in a written opinion or (c) by the shareholders.
In addition, the executive officers and directors are insured by PLC’s Directors’ and Officers’ Liability Insurance Policy including Company Reimbursement and are indemnified by a written contract with PLC which supplements such coverage.
Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
Item 31. Principal Underwriters
(a) Investment Distributors, Inc. (“IDI”) is the principal underwriter of the Policies as defined in the Investment Company Act of 1940. IDI is also principal underwriter for the Protective Variable Life Separate Account, PLICO Variable Annuity Account S, Protective COLI VUL, Protective COLI PPVUL, Variable Annuity Separate Account A of Protective Life, PLAIC Variable Annuity Account S, and Protective NY COLI VUL. The principal underwriter, IDI, is also currently distributing units of interest in the following separate accounts: Variable Annuity-1 Series Account, Variable Annuity-1 Series Account of Great West Life & Annuity Insurance Company of New York, Variable Annuity-2 Series Account, Variable Annuity-2 Series Account [New York], Variable Annuity-3 Series Account, COLI VUL-2 Series Account, COLI VUL-2 Series Account of Great West Life & Annuity Insurance Company of New York, COLI VUL-4 Series Account of Great-West Life & Annuity Insurance Company, Maxim Series Account of Great West Life & Annuity Insurance Company, Prestige Variable Life Account, Pinnacle Series Account of Great West Life & Annuity Insurance Company, Trillium Variable Annuity Account.
(b) The following information is furnished with respect to the officers and directors of IDI:
Name and Principal Business Address* | Position and Offices | Position and Offices with Registrant | ||
Carlson, Martha H. | Designated Responsible Licensed Producer | Vice President, National Sales Manager Annuity | ||
Coffman, Benjamin P. | Senior Director Financial Reporting | Vice President, Financial Reporting | ||
Creutzmann, Scott E. | Director | Senior Vice President and Chief Compliance Officer | ||
Guerrera, Darren C. | Chief Financial Officer | Vice President and Chief Financial Officer, Concourse | ||
Johnson, Julena G. | Director Regulatory | Director Regulatory | ||
Lee, Felicia M. | Secretary | Secretary, Vice President, and Senior Counsel | ||
McCreless, Kevin L. | Chief Compliance Officer | Senior Director Regulatory | ||
Morsch, Letitia A. | Assistant Secretary, and Director | Vice President, Head of Retail Retirement Operations | ||
Reed, Alisha D. | Director | Vice President, Head of Marketing Strategy | ||
Richards, Megan P. | Assistant Secretary | Assistant Secretary | ||
Tennent, Rayburn | Senior Analyst Financial Reporting | Senior Analyst Financial Reporting | ||
Wagner, James | President and Director | Senior Vice President and Chief Distribution Officer |
* Unless otherwise indicated, principal business address is 2801 Highway 280 South, Birmingham, Alabama, 35223.
(c) The following commissions were received by each principal underwriter, directly or indirectly, from the Registrant during the Registrant’s last fiscal year:
(1) Name of Principal |
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(2) Net Underwriting |
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(3) Compensation on |
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(4) Brokerage |
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(5) Other |
Investment Distributors, Inc. |
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N/A |
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None |
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N/A |
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N/A |
Item 32. Location of Accounts and Records
All accounts and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 and the rules thereunder are maintained by Protective Life Insurance Company at 2801 Highway 280 South, Birmingham, Alabama 35223.
Item 33. Management Services.
All management contracts are discussed in the Prospectus or Statement of Additional Information.
Item 34. Fee Representation
Protective Life Insurance Company represents that the fees and charges deducted under the Contract, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by Protective Life Insurance Company.
SIGNATURES
PROTECTIVE VARIABLE ANNUITY SEPARATE ACCOUNT |
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By: |
* |
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Richard J. Bielen, President |
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Protective Life Insurance Company |
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PROTECTIVE LIFE INSURANCE COMPANY |
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By: |
* |
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Richard J. Bielen, President |
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Protective Life Insurance Company |
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As required by the Securities Act of 1933, this Post-Effective Amendment to the Registration Statement on Form N-4 has been signed by the following persons in the capacities and on the dates indicated:
Signature | Title | Date | |||
* | Chairman of the Board, President, | ||||
Richard J. Bielen | Chief Executive Officer, and Director | April 19, 2024 | |||
(Principal Executive Officer) | |||||
* | Vice Chairman, Finance and Risk, | April 19, 2024 | |||
Steven G. Walker | and Director | ||||
* | Executive Vice President, Chief Financial | April 19, 2024 | |||
Paul R. Wells | Officer, and Director (Principal Accounting and Financial Officer) | ||||
*BY: | /S/ BRANDON J. CAGE | April 19, 2024 | |||
Brandon J. Cage | |||||
Attorney-in-Fact | |||||
EXHIBIT INDEX
(h) (13) (iii) Amendment dated April 1, 2024 to Participation Agreement (Alliance Bernstein)
(h) (21) Participation Agreement dated May 1, 2023 (Lincoln Variable Insurance Products Trust)
(h) (21) (i) Amendment dated April 29, 2024 to Participation Agreement (Lincoln Variable Insurance Products Trust)
(l) (1) Consents of KPMG LLP