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###### Securities and Exchange Commission

          - [Investment Company Act Release No. 35459; 812-15670]

# AGENCY:

Securities and Exchange Commission (“Commission” or “SEC”).

# ACTION:

Notice.

Notice of an application under Section 6(c) of the Investment Company Act of 1940 (“Act”) for an exemption from Section 15(c) of the Act.

# SUMMARY OF APPLICATION:

 The requested exemption would permit a Trust's board of trustees to approve new sub-advisory agreements and material amendments to existing sub- advisory agreements without complying with the in-person meeting requirement of Section 15(c) of the Act.

# APPLICANTS:

 Guardian Variable Products Trust and Park Avenue Institutional Advisers LLC.

# FILING DATES:

 The application was filed on December 13, 2024.

# HEARING OR NOTIFICATION OF HEARING:

                         An order granting the requested relief will be issued unless the Commission orders a hearing. Interested persons may request a hearing on any application by emailing the SEC's Secretary at                         *Secretarys-Office@sec.gov*                         and serving the Applicants with a copy of the request by email, if an email address is listed for the relevant Applicant below, or personally or by mail, if a physical address is listed for the relevant Applicant below. Hearing requests should be received by the Commission by 5:30 p.m. on February 18, 2025, and should be accompanied by proof of service on the Applicants, in the form of an affidavit or, for lawyers, a certificate of service. Pursuant to rule 0-5 under the Act, hearing requests should state the nature of the writer's interest, any facts bearing upon the desirability of a hearing on the matter, the reason for the request, and the issues contested. Persons who wish to be notified of a hearing may request notification by emailing the Commission's Secretary.                    

# ADDRESSES:

*The Commission:**Secretarys-Office@sec.gov.*

*Applicant:*                         Kathleen M. Moynihan, Esq., Guardian Variable Products Trust,                         *Kathleen_Moynihan@glic.com,*                         with copies to Corey F. Rose, Esq., Dechert LLP,                         *corey.rose@dechert.com*                         and James V. Catano, Esq., Dechert LLP,                         *james.catano@dechert.com*.                    

# FOR FURTHER INFORMATION CONTACT:

Trace W. Rakestraw, Senior Special Counsel, at (202) 551-6825 (Division of Investment Management, Chief Counsel's Office).

# SUPPLEMENTARY INFORMATION:

                    For Applicants' representations, legal analysis, and conditions, please refer to Applicants' application, dated December 13, 2024, which may be obtained via the Commission's website by searching for the file number at the top of this document, or for an Applicant using the Company name search field, on the SEC's EDGAR system. The SEC's EDGAR system may be searched at                     *https://www.sec.gov/​edgar/​searchedgar/​companysearch.*                     You may also call the SEC's Office of Investor Education and Advocacy at (202) 551-8090.                

For the Commission, by the Division of Investment Management, under delegated authority.

Sherry R. Haywood,

Assistant Secretary.

[FR Doc. 2025-01889 Filed 1-28-25; 8:45 am]

BILLING CODE 8011-01-P