Program Fundamentals: Fidelity Portfolio Advisory Service

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1 Program Fundamentals: Fidelity Portfolio Advisory Service Strategic Advisers, Inc. 245 Summer Street, V5D Boston, MA March 30, 2015 On behalf of Fidelity, we thank you for the opportunity to professionally manage your portfolio. This brochure was developed for our clients as well as those who are considering a managed account with Fidelity. It provides information about the qualifications and business practices of Strategic Advisers, Inc. ( Strategic Advisers ), as well as information about one of Fidelity s Portfolio Advisory Services offerings, Fidelity Portfolio Advisory Service. This brochure should be read carefully by all clients and those considering becoming a client. Throughout this brochure and related materials, Strategic Advisers may refer to itself as a registered investment adviser or being registered. These statements do not imply a certain level of skill or training. If you have any questions about the contents of this brochure, please contact us at The information in this brochure has not been approved or verified by the U.S. Securities and Exchange Commission ( SEC ) or by any state securities authority. Additional information about Strategic Advisers is available on the SEC s website at

2 SUMMARY OF MATERIAL CHANGES The SEC requires investment advisers to provide and deliver an annual summary of material changes to their advisory services program brochure (also referred to as the Form ADV Part 2A). The section below highlights only material revisions that have been made to the Fidelity Portfolio Advisory Service Program Brochure from March 28, 2014, through March 30, Please contact a Fidelity representative regarding questions associated with your account at For Fidelity Private Wealth Management clients, please contact your Wealth Management Adviser. NEW INFORMATION REGARDING REASONS FOR TERMINATING ACCOUNTS New information regarding reasons for termination of accounts has been added to the Section entitled Account Requirements and Types of Clients. Please see pages 11 and 12 for details. UPDATED LANGUAGE REGARDING STRATEGIC ADVISERS ERROR CORRECTION POLICY Additional information regarding Strategic Advisers error correction policy has been added to the Section entitled Other Information about the Management of Your Account. Please see pages for details. UPDATED ASSETS UNDER MANAGEMENT Both discretionary and nondiscretionary assets managed by Strategic Advisers were updated through December 31, Please see the updates on page 21. NEW INFORMATION HAS BEEN ADDED TO DISCIPLINARY INFORMATION AND OTHER Financial Industry Activities and Affiliations An update has been made to Disciplinary Information and Other Financial Industry Activities and Affiliations to include Luminex Trading & Analytics in the Broker-Dealers section. Please see page 32 for more details. 2

3 Table of Contents SUMMARY OF MATERIAL CHANGES 2 Services, Fees, and Compensation 4 Account Requirements and Types of Clients 9 portfolio Manager Selection and Evaluation 12 Client Information Provided to Portfolio Managers 21 Client Contact with Portfolio Managers 22 Additional Information 22 3

4 SERVICES, FEES, AND COMPENSATION ADVISORY SERVICES Strategic Advisers, Inc. ( Strategic Advisers, or sometimes referred to as we or us throughout this document), is a registered investment adviser and wholly owned subsidiary of FMR LLC (collectively with Strategic Advisers and its affiliates, Fidelity Investments or Fidelity ). Strategic Advisers was incorporated in 1977 and acts as sponsor and investment manager to all Fidelity managed accounts offered by Fidelity s Portfolio Advisory Services. Fidelity s Portfolio Advisory Services includes discretionary investment management services for individuals, joint account holders, certain retirement plans, Individual Retirement Accounts ( IRAs ), trusts, estates, business entities, and charitable organizations. Fidelity s Portfolio Advisory Services offerings include Fidelity Portfolio Advisory Service (also referred to as the Service ). If you participate in Fidelity Wealth Management Advisory SM, Strategic Advisers may propose that you enroll in one of the managed account products offered by Fidelity s Portfolio Advisory Services. The Service offers you discretionary investment management for accounts of $50,000 or more. The minimum for corporate accounts is generally $200,000. Fidelity Portfolio Advisory Service offers two different investment options: a model portfolio consisting of all-fidelity mutual funds (the All Fidelity Fund Option ) and a blended model portfolio consisting of Fidelity and non-fidelity mutual funds (the Blended Fund Option ). In most cases, for the Blended Fund Option, the Service will invest your Fidelity Portfolio Advisory Service account ( Account ) in mutual funds managed by Strategic Advisers that have been developed specifically for use in the Service (the Strategic Advisers Funds ). Strategic Advisers will apply its proprietary methodology to propose an appropriate investment strategy, or long-term asset allocation, that corresponds to a level of risk consistent with your individual financial situation, investment objectives, risk tolerance, planned investment time horizon, and other information provided through the completed Investor Profile Questionnaire ( IPQ ). Strategic Advisers will allow any reasonable investment restrictions on your Account. We will prepare an investment proposal ( Investment Proposal ) based on the information you provide in your IPQ. The proposed strategy in your Investment Proposal will be one of a series of strategies that range from aggressive growth to conservative, and will be based on your investment goal for the specific Account for which this information was provided. Please note that if you are enrolling in the Service as an underlying account associated with Fidelity Wealth Management Advisory SM, your Investment Proposal will be assessed based on your responses to the Goal Profile Questionnaire ( GPQ ) as part of Fidelity Wealth Management Advisory s overall wealth planning process. For purposes of this brochure, if you are a Fidelity Wealth Management Advisory customer, references to your IPQ shall mean your GPQ. If you decide to invest, due to the active, ongoing management of the portfolios, the actual securities purchased for your Account may differ from those listed in the Investment Proposal that we prepared based on your information. Although Strategic Advisers will not offer investment management services regarding assets outside your Account, if you indicate that you hold such assets in your IPQ, then Strategic Advisers may consider those assets in providing your Investment Proposal. Once your completed and signed application has been received, a brokerage account will be opened on your behalf at Fidelity Brokerage Services LLC ( FBS ), Member NYSE, SIPC. Thereafter, once the account funding process is complete, Strategic Advisers will begin to manage your Account on a discretionary basis based on market conditions and your proposed long-term asset allocation. For more information, see the section entitled Identifying, Monitoring, and Maintaining Your Asset Allocation. 4

5 Fees and Compensation Advisory Fees Gross Advisory Fee Your Account charges a Gross Advisory Fee that covers the ongoing management of your Account, including investment selection, asset allocation, brokerage, clearing and custody services provided by Strategic Advisers affiliates, the communications program associated with your Account, and the personal service you receive from certain FBS employees, including the Wealth Management Advisers supporting Fidelity Private Wealth Management, who serve as investment adviser representatives of Strategic Advisers ( Fidelity representatives ). For purposes of this brochure, references to your Fidelity representative include, as appropriate, your dedicated representative, your team of Fidelity representatives, or your Wealth Management Adviser. Your Gross Advisory Fee does not include underlying mutual fund expenses charged at the individual fund level for any mutual funds in your Account. These fund expenses, which vary by fund and class, are expenses all mutual fund shareholders pay. Some of these underlying mutual fund expenses may be paid to Strategic Advisers or its affiliates and will be included in a Credit Amount, described below. Advisory Fee Credit Amount The annual Gross Advisory Fee applied to your Account is reduced by a Credit Amount. The purpose of the Credit Amount is to reduce your annual advisory fee by the amount of compensation, if any, received by Strategic Advisers or its affiliates with respect to the funds held in your Account, as detailed below. This Credit Amount is calculated daily and applied quarterly in arrears. To the extent applicable, a Credit Amount will be calculated for each type of mutual fund held in your Account: For Fidelity funds, including Strategic Advisers Funds, the Credit Amount will equal the underlying investment management and any other fees or compensation paid to Strategic Advisers or our affiliates for the funds. o For Strategic Advisers Funds, the Credit Amount will also include revenue that Strategic Advisers and its affiliates receive with respect to any funds or ETFs held within the Strategic Advisers Funds. For non-fidelity funds, the Credit Amount will equal the distribution or shareholder servicing fees paid to Strategic Advisers or our affiliates for the funds. These are added together to arrive at your total Credit Amount. Net Advisory Fee = Gross Advisory Fee Credit Amount 5

6 Please see the chart below for the fees charged on your Fidelity Portfolio Advisory Service Account. Please note that all fees are subject to change. Average Daily Assets* ANNUAL ADVISORY FEE SCHEDULE FOR FIDELITY PORTFOLIO ADVISORY SERVICE ACCOUNT Annual Gross Advisory Fee for All Fidelity Models Annual Gross Advisory Fee for Blended Models For accounts with assets less than $200, % 1.48% For the first $200, % 1.38% For the next $100,000 or portion thereof 1.40% 1.18% For the next $200,000 or portion thereof 1.30% 1.08% For the next $500,000 or portion thereof 1.10% 0.88% For the next $1,000,000 or portion thereof 1.00% 0.78% For the next $1,000,000 or portion thereof 0.85% 0.63% For total assets of $3 million or more Flat Rate for Whole Account Based on Schedule Below Variable Net Advisory Fee } Less Credit Amount = Resulting Net Advisory Fee special ANNUAL ADVISORY FEE SCHEDULE FOR FIDELITY PORTFOLIO ADVISORY SERVICE ACCOUNTS OF $3 MILLION OR MORE Average Daily Assets* Annual Gross Advisory Fee for All Fidelity Models Annual Gross Advisory Fee for Blended Models $3,000,000 to $3,999, % 0.76% $4,000,000 to $4,999, % 0.73% $5,000,000 to $5,999, % 0.70% $6,000,000 to $6,999, % 0.68% $7,000,000 to $7,999, % 0.66% $8,000,000 or more 0.85% 0.63% Variable Net Advisory Fee } Less Credit Amount = Resulting Net Advisory Fee *Average daily assets of Fidelity s Portfolio Advisory Services accounts are determined on the last business day of the quarter. Clients can fill out a form to aggregate with certain other Fidelity s Portfolio Advisory Services account balances in order to arrive at the reduced fee rates applicable to different levels of account balances. In addition, certain individually owned accounts with the same tax reporting number will be automatically aggregated for fee calculation purposes. Fidelity Strategic Disciplines account balances cannot be aggregated for a reduced fee rate. To aggregate accounts for fee discounts, please contact your Fidelity representative for details of the account aggregation policy, including any other account that may meet the eligibility requirements, and to get the form to apply for aggregation. Minimum investment amount for corporate accounts is generally $200,000. Your Gross Advisory Fee is reduced by a Credit Amount, which reflects investment management and certain service fees received by Strategic Advisers or its affiliates with respect to funds held in your Account. Cash balances in your Account will be invested in the core Fidelity money market fund, the cash sweep vehicle for the Account. Any such cash or cash investments in the Account will result in a negative yield to the extent the quarterly advisory fee exceeds the rates of return for the core Fidelity money market fund. Please ask a Fidelity representative about current performance of the core Fidelity money market fund. Mutual Fund Expenses Underlying mutual fund expenses still apply to the funds in your Account. These are the standard expenses that all mutual fund shareholders pay. Details of a mutual fund s expenses can be found in its prospectus. These expenses are not separately itemized or billed; rather, the published returns of mutual funds are shown net of their expenses. 6

7 Sales Loads and Transaction Fees You generally will not pay any sales loads or transaction fees on the funds purchased in your Account. A special sales load waiver may enable Strategic Advisers investment professionals to purchase funds for your Account without incurring additional sales loads or transaction fees on fund sales. Redemption Fees In order to protect the interests of long-term shareholders, funds may impose redemption or other administrative fees if shares are not held for a minimum time period. Strategic Advisers or its affiliates, at their sole discretion, may choose to bear any such redemption fees on your behalf, but are under no obligation to do so. In addition, you are responsible for any short-term trading fees that result from the sale of your existing investments (if any) to fund your initial investment in the Service (whether inside or outside your Account) and any subsequent withdrawals that you initiate. Miscellaneous Fees The advisory fee also does not cover charges resulting from trades effected with or through brokerdealers other than affiliates of Strategic Advisers, markups or markdowns by broker-dealers, transfer taxes, exchange fees, regulatory fees, odd-lot differentials, handling charges, electronic fund and wire transfer fees, or any other charges imposed by law or otherwise applicable to your Account. The respective charges will be reflected on your monthly statements and trade confirmations. Billing On a quarterly basis, Fidelity Portfolio Advisory Service will send you a fee invoice detailing the amount due and due date. You can pay by check or we can provide a duplicate fee invoice to your Account s custodian, National Financial Services LLC ( NFS ), Member NYSE, SIPC, for direct payment from your Account or another Fidelity account. If payment is not received by the due date, certain assets in your Account may be liquidated to pay the fee; this liquidation may generate a taxable gain or loss. Should either party terminate the investment advisory relationship, Fidelity s Portfolio Advisory Services will prorate the fees due from the beginning of the last quarter to the termination date, which is defined as the date when Strategic Advisers is no longer actively managing the assets in the Account. Information about Representative Compensation Fidelity representatives who sell and support the Service receive compensation as a result of your participation, which may include compensation for both sales of new accounts and retention of assets in the Service. In many cases, this compensation is greater than what the representative would receive if you participated in other programs or paid separately for investment management, brokerage, and other services. Wealth Management Advisers supporting Fidelity Private Wealth Management clients receive a salary and a bonus; the bonus is based in part on the quality of the client experience provided, program and business development contributions, and functional leadership work, among other considerations. Wealth Management Advisers do not receive compensation related to any particular Fidelity products or services, including the Service. In addition, some Fidelity representatives who sell and support the Service may participate in sales contests and may earn additional rewards based on sales criteria, including, but not limited to, the number of solicitations for advisory services they make, gross sales on Service accounts, or retention of assets in the Service and similar programs. Therefore, some Fidelity representatives 7

8 who distribute and support the Service may have a financial incentive to sell or suggest continued participation in the Service over other programs or services. However, you are required to complete a questionnaire to assist in determining whether the Service is appropriate for you. For additional information about how Fidelity compensates its representatives in connection with the sale of this Service and other products, you should see the representative s compensation disclosure document that is included with your application materials, contact your representative or visit Fidelity.com. Additional Information about Fees Fee Changes All fees are subject to change. We will notify you in writing of any changes in advisory fee schedules. You will have the ability to object to any fee schedule changes by writing to Fidelity s Portfolio Advisory Services within 30 days from the date of the notification. If we do not hear from you in writing, you will be deemed to have approved of such fee changes upon the end of the 30-day period. Fee Negotiations In rare circumstances, we may agree to negotiate the advisory fee for certain accounts. This may result in certain clients paying less than the standard fee. We may waive the advisory fee, in whole or in part, at our sole discretion, including those in connection with promotional efforts and other programs. In addition, we may waive, in whole or in part, the fee for certain current and former employees of Fidelity Investments. In certain circumstances, Strategic Advisers may manage accounts in a manner substantially similar to Fidelity s Portfolio Advisory Services accounts under arrangements that may include negotiated terms and conditions that depart from the standard service offering. All rights and obligations are generally governed under an investment management agreement and may include investment guidelines. Nondiscretionary Options You may invest directly in some of the funds available through the Service in another account, without incurring an advisory fee charged by the Service. In this case, however, you would not receive the asset allocation and professional management services offered through the Service, and you may be subject to the sales loads, transaction fees, and redemption charges that are generally waived as part of the Service. Furthermore, certain investment products used by Fidelity Portfolio Advisory Service, such as the Strategic Advisers Funds and certain other funds offered by specialty third-party fund managers, may not be available for purchase nor may they be held outside the Service. Participation in Fidelity Portfolio Advisory Service may cost more or less than if you were to purchase the services separately. Several factors, including trading activity and investment fees, influence the cost of the Service. 8

9 ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS Fidelity Portfolio Advisory Service is generally available to individuals, joint account holders, certain retirement plans, IRAs, trusts, estates, business entities, and charitable organizations. The minimum initial investment is generally $50,000 per account. The minimum investment amount for a corporate account is generally $200,000. In certain limited circumstances, Strategic Advisers may exempt accounts from the minimum initial investment requirement. Additional accounts opened by you or other members of your household must also meet the $50,000 minimum per account registration. Note that certain Fidelity s Portfolio Advisory Services account balances may be aggregated with certain other Fidelity s Portfolio Advisory Services account balances in order to arrive at a reduced fee rate. See the fee schedule for details or speak with a Fidelity representative. Fidelity Portfolio Advisory Service accounts are serviced by a team of Fidelity representatives. You must maintain at least one Account with a minimum balance of $200,000 to qualify for a dedicated Fidelity representative. Clients with Accounts less than $200,000 will be serviced by a team of Fidelity representatives. Accounts will be reviewed on a periodic basis to determine continued eligibility, and Strategic Advisers reserves the right to determine eligibility in its sole discretion. The Service is not available to foreign investors. In order to open an Account, you must be a U.S. person (including a U.S. resident alien), have a valid U.S. permanent mailing address, and have a valid U.S. taxpayer identification number. We reserve the right to terminate your Account (or limit your rights to access any or all account features, products, or services) if any authorized person on the Account resides outside the U.S. Fidelity s Portfolio Advisory Services reserves the right to close your Account if its balance falls below a certain level. Fidelity s Portfolio Advisory Services reserves the right to terminate its services if it believes the Service is no longer appropriate for you. Fidelity s Portfolio Advisory Services reserves the right to terminate your Account if your IPQ is incomplete and we have been unable to reach you for more than three years, or if you are a Non-prototype Retirement Account (also referred to as an Investment-Only Retirement Account defined benefit client), and we have been unable to reach you for more than two years. Strategic Advisers reserves the right to terminate, modify, or make exceptions to these policies. If your participation in the Service terminates, Strategic Advisers reserves the right to redeem any and all Fidelity funds, including Strategic Advisers Funds and any other third-party funds held in your Account that are not eligible to be held outside a wrap account, and this redemption may generate a taxable gain or loss and significantly change the asset allocation of your Account. Certain limitations apply to our ability to manage Accounts holding defined benefit plan assets. Generally, Strategic Advisers will manage investments only for a single participant defined benefit plan (except in the case of an Account holding defined benefit plan assets where the plan benefits only the owner of the business sponsoring the plan and his or her spouse), and will treat the defined benefit plan as if it were a defined contribution plan. Strategic Advisers will not include or otherwise take into consideration planspecific provisions, or any plan-related documents, in its investment management approach. OPENING AND FUNDING YOUR ACCOUNT Once your application and funding have been accepted, a Fidelity Portfolio Advisory Service Account will be opened at FBS on your behalf and the brokerage account will be allocated to investments aligned with the proposed model portfolio. You may fund your Account with cash or certain mutual funds. Because Accounts are actively managed and change over time, actual investments and associated asset class allocations may vary from those listed in your Investment Proposal, which you received prior to enrolling. 9

10 When funding your Fidelity Portfolio Advisory Service Account, any mutual funds that are not part of your proposed portfolio will be sold and you may be charged a redemption fee, as specified in the prospectus for each mutual fund, or any other fees as applicable to the redemption or to the brokerage account from which funds are being liquidated or transferred. The selling may result in a taxable gain or loss in your brokerage account. When funding involves a transfer in kind of a mutual fund that is also in your proposed model portfolio, your Account may not be invested in accordance with the Investment Proposal until we receive all funding, including the transferred shares, for your Account. Discretionary management of your account may not begin until we have received all funding. ADDITIONAL DEPOSITS Subsequent investments to existing accounts may be made for as little as $250. Investment amounts of less than $250 may be accepted, but will be held in a core cash position. Minimums for initial and subsequent investments may be lowered at the sole discretion of Strategic Advisers, including those in connection with promotional efforts. WITHDRAWALS All trading and monetary transactions in your Account must be processed through a Fidelity representative, who can be reached via Fidelity s Portfolio Advisory Services toll-free number, or through written instructions by you (on the necessary forms if appropriate) and sent to either a Fidelity mailing address or delivered to a local Investor Center, or through Fidelity s Portfolio Advisory Services client website (certain limitations may apply to Web transactions and are detailed on the site). For Accounts invested in a model portfolio comprising a mix of Fidelity and non-fidelity funds, requests for withdrawals must be received in good order by 12 p.m. Eastern time (ET), on a day that the New York Stock Exchange (NYSE) is open for business ( business day ), in order for the withdrawal request to be processed on the same business day. Such requests received after 12 p.m. ET are processed on the next business day. If the NYSE closes before 4 p.m. ET, the cutoff time for withdrawal requests will be adjusted earlier in the day to allow sufficient time to process the transactions. For written requests received not in good order or if other trading activity is taking place within the portfolio on the day of a withdrawal request, it may take an additional day or days to process the withdrawal. For Accounts invested in a model portfolio comprising Fidelity funds only, requests for withdrawals must be received in good order by 4 p.m. ET on a business day in order for the withdrawal request to be processed on the same business day. Requests received after 4 p.m. ET are processed on the next business day. If the NYSE closes before 4 p.m. ET, the cutoff time for withdrawal requests will be adjusted earlier in the day to allow sufficient time to process the transactions. For written requests received not in good order or if other trading activity is taking place within the portfolio on the day of a withdrawal request, it may take an additional day or days to process the withdrawal. For withdrawals and Account closures, you may request that: A check be sent to you Assets be transferred in-kind into another account. (Please note: Certain funds, including the Strategic Advisers Funds, cannot be transferred and must be liquidated before leaving your Account.) Money be wired or transferred electronically via electronic funds transfer (EFT) to your bank or other account 10

11 Depending on the type of Account you have and the exact dollar amount you wish to withdraw, more information may be necessary before the withdrawal can occur. Please note: A signature guaranteed letter of instruction is required if the withdrawn amount is going to an address that is not reflected on the Account. The mutual funds Strategic Advisers invests in may have policies that restrict excessive trading. As a result, a fund may reject trade orders if they are deemed to represent excessive trading. In general, a fund may restrict future trade activity if it deems the excessive trading policy, as outlined in the fund prospectus, has been violated (e.g., a purchase and sale within a 30-day period). As a result, in order to comply with a fund s trading polices, Strategic Advisers may be required to suspend investment management of your Account. Strategic Advisers will cease to manage your Account as soon as reasonably practicable. However, the imposition of any such order may take up to one (1) business day to implement, and any trading activity that has commenced or is in the process within Strategic Advisers trading system shall be completed prior to ceasing management of the Account. As a feature of the Account, certain clients with nonretirement accounts may elect to have all dividends and capital gains from eligible holdings set aside for automatic distribution by completing and submitting to FBS an Earnings Automatic Withdrawal Plan form. Please note that upon providing these instructions to FBS, these amounts set aside awaiting distribution are no longer managed by or subject to the investment discretion of Strategic Advisers. It may take three to five business days for this Account feature change to take effect. ACCOUNT CLOSUREs At any time, you can request to close your Account. If you terminate the advisory agreement with Strategic Advisers you must also instruct Strategic Advisers to either (i) liquidate your Account assets and send the proceeds to you or to a different account specified by you, or (ii) transfer your Account assets to another account. In order to meet the trading deadlines below, all trading and monetary transactions associated with your Account closure must be processed through your Fidelity representative. Under normal circumstances, Strategic Advisers will use its best efforts to process and execute requests for full account liquidations or full account closeouts via transfer in kind (collectively, full closeouts ) on the same business day for Accounts invested in a model portfolio comprising a mix of Fidelity and non-fidelity funds if the request is received in good order by 12 p.m. ET on a business day. Such requests received after 12 p.m. ET are processed on the next business day. If the NYSE closes before 4 p.m. ET, the cutoff time for full closeout requests will be adjusted earlier in the day to allow sufficient time to process the transactions. For written requests received not in good order or if other trading activity is taking place within the Account on the day of a full closeout request, it may take an additional day or days to process the Account closure. For Accounts invested in a model portfolio comprising Fidelity funds only, requests for full closeouts must be received in good order by 4 p.m. ET on a business day in order for the full closeout request to be processed on the same business day. Requests received after 4 p.m. ET are processed on the next business day. If the NYSE closes before 4 p.m. ET, the cutoff time for full closeout requests will be adjusted earlier in the day to allow sufficient time to process the transactions. For written requests received not in good order or if other trading activity is taking place within the Account on the day of a full closeout request, it may take an additional day or days to process the Account closure. When closing your Account, Strategic Advisers will assess any unpaid advisory fees from prior quarters and as needed will prorate and assess the advisory fees from the beginning of the final quarter the Account is open to the termination date, which is defined as the date when Strategic 11

12 Advisers is no longer actively managing the assets in the Account. Additionally, note that once the Account is closed, additional deposits to the Account will be rejected and any account features such as automated withdrawal plans will be terminated. There may be mutual funds held in your Account that otherwise may not be available to you as a retail investor. If you cease to be a client of Fidelity s Portfolio Advisory Services, Strategic Advisers reserves the right to redeem any and all shares of such funds and/or turn off dividend reinvestment, and you may incur a gain or loss as a result. If funds are transferred to an account other than a Strategic Advisers managed account, you will be subject to the terms and conditions specified in that fund s prospectus. Strategic Advisers may terminate you from the Service for withdrawing cash from your Account that brings your account balance below the minimum, for failure to maintain a valid address, or for any other reason, in Strategic Advisers sole discretion. Before terminating you from the Service, Strategic Advisers will provide at least 30 days notice. Depending on the reason for the termination, you may have the opportunity to resolve the reason for the issue, but if you are unable to do so, your Account will be closed and assets either liquidated or transferred, based on your instructions. ADDITIONAL INFORMATION ABOUT TRANSACTIONS IN YOUR ACCOUNT Mutual funds in your Account may include the Strategic Advisers Funds and other funds that are available only to clients of Fidelity Portfolio Advisory Service. The Strategic Advisers Funds may invest in individual equity and fixed income securities, mutual funds, exchange-traded funds, and derivatives, and engage the use of Fidelity and non-fidelity sub-advisers ( Sub-Advisers ). If you cease to be a client of Fidelity Portfolio Advisory Service, Strategic Advisers reserves the right to redeem any and all Strategic Advisers Fund shares and shares of other funds either made available only to clients of Fidelity Portfolio Advisory Service or due to other account restrictions, such as minimum balance requirements, held in your Account, and you may incur gains or losses as a result of such redemptions. PORTFOLIO MANAGER SELECTION AND EVALUATION Strategic Advisers Investment Approach Strategic Advisers generally uses both fundamental and quantitative investment strategies to manage your Account. The Service offers multiple model portfolios to satisfy a wide variety of investor needs, ranging from the most aggressive portfolios (i.e., model portfolios that may be invested entirely in equities) to more conservative portfolios (i.e., model portfolios that may include only 20% exposure to equities). Depending on your circumstance, Strategic Advisers will apply its proprietary methodology to propose an appropriate investment strategy, or long-term asset allocation, that corresponds to a level of risk consistent with your individual financial situation, investment objectives, risk tolerance, planned investment time horizon, and other information provided for the specific Account through the completed IPQ. Strategic Advisers will allow any reasonable investment restrictions on your Account. At any time, due to market movements and active management, your Account s holdings may not match the long-term asset allocation associated with the proposed investment strategy. Your ability to select a different investment strategy is subject to constraints defined by Strategic Advisers. To the extent that your Account is related to a relationship with Fidelity Wealth Management Advisory SM, the long-term asset allocation used to manage your 12

13 Account may be provided by Strategic Advisers as part of that service. For more information, see Identifying, Monitoring, and Maintaining Your Asset Allocation below. Information about your investment strategy and model portfolio can be found in your Investment Proposal. Strategic Advisers will manage your Account to align with a model portfolio of Fidelity and non-fidelity mutual funds for the Blended Fund Option or of Fidelity mutual funds for the All Fidelity Fund Option. In general, each portfolio s assets will be allocated to mutual funds that invest in four major asset classes: 1. Domestic stocks (U.S. equity securities) 2. Foreign stocks (non-u.s. equity securities) 3. Bonds (fixed income securities of all types and maturities, including lower-quality debt securities) 4. Short-term assets (short-duration investments) Strategic Advisers may also invest in mutual funds that invest in nontraditional and/or extended asset classes, such as real estate, inflation-protected debt securities, commodities, or other alternative investments. The allocation of the investments in your Account will depend on your proposed or selected asset allocation, may change over time, and may deviate from the asset allocation shown as your long-term asset allocation. A change in your asset allocation will result in your Account transitioning to another model portfolio which may result in taxable gains or losses. Strategic Advisers will take the following steps in managing your Account: Strategic Advisers will research, analyze, and select mutual funds appropriate for your Account in the model portfolio. Strategic Advisers will determine the amount of assets that should be allocated to each mutual fund within the model portfolio. Strategic Advisers will also determine the amount of assets allocated to each mutual fund, exchangetraded fund ( ETF ), derivative, or Sub-Adviser within each Strategic Advisers Fund used in the Service. Strategic Advisers will monitor and rebalance your Account to help ensure that it remains in line with your targeted risk profile. Identifying, Monitoring, and Maintaining your Asset Allocation Strategic Advisers will apply its proprietary methodology to propose an investment strategy, or long-term asset allocation, that corresponds to a level of risk consistent with your financial situation, investment objectives, planned investment time horizon, investment restrictions, and risk tolerance, provided through the completed IPQ. Please note that if you are enrolling in the Service as an underlying account associated with Fidelity Wealth Management Advisory SM, your asset allocation will be assessed as part of that service s overall wealth planning process. Upon the review of the proposed investment strategy from Strategic Advisers, you may select a long-term asset allocation that you believe is most appropriate, subject to constraints defined by Strategic Advisers. If you have selected a long-term asset allocation different from that proposed by Strategic Advisers, you understand and acknowledge that you are directing Strategic Advisers to manage your Account according to such long-term asset allocation and that you, not Strategic Advisers, are responsible for such direction. In such circumstances, Strategic Advisers will provide discretionary management consistent with the long-term asset allocation you have selected. You should be aware that the performance of your Account will differ from the performance of an account managed according to the long-term asset allocation originally proposed by Strategic Advisers. For additional information about the long-term asset allocation you have selected, please refer to your Investment Proposal. You continue to be 13

14 responsible for notifying Strategic Advisers of any changes to your personal circumstances or longterm goals. As your investment strategy is designed to be a long-term asset allocation, please note that if you change your direction as to asset allocation frequently, Strategic Advisers may require that you close your Account. Strategic will allocate your portfolio across various primary and extended asset classes with the goal of taking advantage of market action while managing the overall portfolio risk profile. We use sophisticated research tools to gauge when certain asset and extended asset classes should be used to help benefit the model portfolio. This involves both evaluating the model portfolio s characteristics such as sector weightings, duration, valuation, and market capitalization, as well as focusing on key economic indicators and trends. The goal of this focus on asset allocation is to ensure that the model portfolio stays positioned in an appropriate manner for your financial situation, investment objectives, investment time horizon, and risk tolerance. When determining how to allocate a model portfolio s assets among underlying funds, Strategic Advisers considers a variety of factors, including, but not limited to, proprietary fundamental and quantitative fund research, fund performance, a fund manager s experience and investment style, fund company infrastructure, and fund characteristics such as expense ratio, asset size, and portfolio turnover. Investment professionals will obtain and use information from various sources to assist in making allocation decisions among asset classes, as well as decisions regarding the purchase and sale of specific mutual funds. Sources of information used include publicly available information and performance data on mutual funds, individual securities, equity markets, fixed income markets, international markets, and broad-based economic indicators. Strategic Advisers will use both primary sources (e.g., talking directly with fund companies and managers) and secondary sources (reports prepared by fund companies and other sources that provide data on specific mutual fund investment strategies, portfolio management teams, fund positioning, portfolio risk characteristics, performance attribution, and historical fund returns). Strategic Advisers may decide to buy or sell mutual fund shares for a number of reasons, including, but not limited to, the need to respond to: 1. The weighting of a particular asset class, industry sector, and/or mutual fund peer group; 2. Any individual fund becoming too large relative to your overall Account; 3. Changes in your IPQ and consequent changes to your associated investment strategy; 4. A change in the fundamental attractiveness of a particular mutual fund; 5. Rebalancing your portfolio to bring it back in line with your Account s targeted risk level due to a drift in your model portfolio caused by market movement; and/or 6. Accommodating fund closures. Periodically, market movement may cause drift in the model portfolio away from the target risk level associated with your Account. Strategic Advisers may choose to rebalance your portfolio to bring it back in line with your Account s targeted risk level. The number of times your Account is rebalanced will vary based on economic and market conditions, as well as changes in the attractiveness or appropriateness of specific mutual funds or managers. When Strategic Advisers trades in the model portfolio, you will receive notification that a change has been made via a transaction confirmation. You will also receive a prospectus for any new fund not previously held, unless you have elected to have Strategic Advisers act as your agent for the receipt of any non-fidelity prospectuses. 14

15 The Strategic Advisers Funds For more information on the investment strategies employed by the Strategic Advisers Funds, please see the prospectuses for those funds. In most cases, the Strategic Advisers Funds are key building blocks for your Account. These funds are available only to Fidelity Portfolio Advisory Service clients and allow Strategic Advisers to choose from an expanded group of Fidelity and non-fidelity mutual funds and Sub-Advisers. All Strategic Advisers Funds are considered to be Fidelity funds; however, most are a blend of both affiliated and unaffiliated mutual funds and Sub-Advisers, and can be held in the Blended Fund Option. These funds are structured so that, within one fund, Strategic Advisers can hire and/or fire Sub-Advisers who will purchase equity or fixed income securities for the Fund, and buy and sell mutual funds, ETFs, and certain types of derivatives. This structure is designed to simplify your portfolio and provide Strategic Advisers with greater visibility into the underlying holdings of the funds. At any given time, a significant portion of the assets in your Account, and up to 100% of your Account, may be invested in the Strategic Advisers Funds. A Strategic Advisers portfolio manager manages each Strategic Advisers Fund by allocating the fund s assets among Fidelity and non-fidelity Sub-Advisers, ETFs, mutual funds, and certain types of derivatives. While Strategic Advisers selects the Sub-Advisers and provides ongoing oversight of their activities, the Sub-Advisers of the fund make the day-to-day security-level investment decisions for the portions of the fund they manage. Strategic Advisers may allocate each fund s assets among any number of Sub-Advisers, underlying mutual funds, ETFs, or certain types of derivatives at any time. Strategic Advisers will also allocate assets among the various Strategic Advisers Funds. This will be done according to your proposed investment strategy, and the allocation may change over time. The fees charged by the Strategic Advisers Funds may be higher or lower than other funds that may be purchased by the Service; however, as noted above, the revenue received by Strategic Advisers and its affiliates as a result of investments in the Strategic Advisers Funds will be included in the Credit Amount applied to your Gross Advisory Fee. Research: Selecting Managers and Funds The role of the research team within Strategic Advisers is to provide comprehensive analysis that will guide the investment and manager selection process. Managers researched by the team include both fund managers as well as Sub-Advisers to the Strategic Advisers Funds. Sub-Advisers are investment professionals who are hired by Strategic Advisers to manage a sleeve of assets in a Strategic Advisers Fund according to a specific mandate. Strategic Advisers research process is both qualitative and quantitative and is designed to ensure that Strategic Advisers has a clear picture of the manager being researched. Strategic Advisers evaluates various data points about a Sub-Adviser and/ or fund, including: Their asset allocation, risk exposure, and performance attribution How they perform in various market cycles How they will contribute to a diversified portfolio of managers Strategic Advisers seeks to confirm that each manager selected has a sound and repeatable investment philosophy and process that is strictly adhered to throughout various types of markets. ADDITIONAL INFORMATION ABOUT Strategic Advisers INVESTMENT PRACTICES AND MANAGER SELECTION PROCESS When investing in Fidelity and non-fidelity funds, Strategic Advisers may from time to time consult the fund s investment manager to understand the manager s guidelines concerning general limitations, 15

16 if any, on the aggregate percentage of fund shares that can be held under management by Strategic Advisers on behalf of all its clients. Funds are not required to accept investments and may limit how much Strategic Advisers can purchase. Additionally, Strategic Advisers may establish internal limits on how much it may invest in any one fund across the programs it manages. Regulatory restrictions also may limit the amount that one fund can invest in another, which means that Strategic Advisers or the Strategic Advisers Funds may be limited in the amount they can invest in any particular fund. Strategic Advisers will work closely with fund management to minimize the impact of the Fidelity Portfolio Advisory Service reallocation activity on acquired funds. In certain situations, liquidating positions in underlying funds may be accomplished over an extended period of time as a result of operational considerations, legal considerations, or input from underlying fund managers. With respect to Fidelity funds used by the Service, the investment managers at Strategic Advisers who manage the Service do not have access to the proprietary or material nonpublic information of Fidelity Management & Research Company ( FMRCo ), the investment adviser to the Fidelity funds. MATERIAL INVESTMENT RISKS As discussed above, the Service offers multiple asset allocations to satisfy a wide variety of investor needs, ranging from the most aggressive portfolios (i.e., portfolios that are assigned entirely to equity) to the most conservative portfolios (i.e., portfolios that include only 20% exposure to equity). All investment strategies, including the strategies employed in the Service, pose risks, and many factors affect each fund s or account s performance. Strategies that pursue investments in equities will be subject to stock market volatility, and strategies that pursue fixed-income investments (such as bond or money market funds) will see values fluctuate in response to changes in interest rates. All strategies are ultimately affected by impacts to the individual issuers, such as changes in an issuer s credit quality, or changes in tax, regulatory, market or economic developments. Nondiversified funds and accounts that invest in a smaller number of individual issuers can be more sensitive to these changes. Nearly all funds and accounts are subject to volatility in non-u.s. markets, either through direct exposure or indirect effects in U.S. markets from events abroad. Those funds and accounts that are exposed to emerging markets are potentially subject to heightened volatility from greater social, economic, regulatory, and political uncertainties, as the extent of economic development, political stability, market depth, infrastructure, capitalization, and regulatory oversight can be less than in more developed markets. Additionally, funds or accounts that pursue debt investments are subject to risks of prepayment or default, and funds or accounts that pursue strategies that concentrate in particular industries or are otherwise subject to particular segments of the market (e.g., money market funds exposure to the financial services industry, municipal funds exposure to the municipal bond market, or the international or emerging markets funds exposure to a particular country or region) may be significantly impacted by events affecting those industries or markets. Strategies that lead funds or accounts to invest in other funds bear all the risks inherent in the underlying funds in which those funds invest, and strategies that pursue leveraged risk, including investment in derivatives such as swaps (interest rate, total return, and credit default) and futures contracts and forward-settling securities, magnify market exposure and losses. Additionally, funds and accounts may be subject to operational risks, which can include risks of loss arising from failures in internal processes, people, or systems, such as routine processing errors or major systems failures, or from external events, such as exchange outages. 16

17 Risk of Loss. All investment strategies employed by Strategic Advisers in the Service involve risk of loss (even the Conservative model portfolio will fluctuate in value over time and you may lose money). You should be prepared to bear such losses in connection with investments through the Service. Investments in your Account are not a deposit of a bank and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. You may lose money by investing in mutual funds, ETFs, and derivatives. You may lose money by investing in the Service. Investing in Mutual Funds. Your Account bears all the risks of the investment strategies employed by the mutual funds held in your Account, including the risk that they will not meet their investment objectives. Different funds have different risks. For the specific risks associated with any fund used by Strategic Advisers in your Account, please see the fund s prospectus. In addition, the mutual funds used by Strategic Advisers, including the Strategic Advisers Funds, may be subject to the risks below. Money Market Fund Risk. An investment in a money market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund. Stock Investments. Stock markets are volatile and can decline significantly in response to adverse issuer, political, regulatory, market, or economic developments. Different parts of the market can react differently to these developments. Value and growth stocks can perform differently from other types of stocks. Growth stocks can be more volatile. Value stocks can continue to be undervalued by the market for long periods of time. In addition, stock investments may be subject to risk related to market capitalization as well as company-specific risk. Foreign Exposure. Foreign securities are subject to interest rate, currency exchange rate, economic, regulatory, and political risks, all of which may be greater in emerging markets. These risks are particularly significant for mutual funds/etfs that focus on a single country or region or emerging markets. Foreign markets may be more volatile than U.S. markets and can perform differently from the U.S. market. Emerging markets can be subject to greater social, economic, regulatory, and political uncertainties and can be extremely volatile. Foreign exchange rates can also be extremely volatile. Bond Investments. In general, the bond market is volatile, and fixed income securities carry interest rate risk. (As interest rates rise, bond prices usually fall, and vice versa. This effect is usually more pronounced for longer-term securities.) The ability of an issuer of a bond to repay principal prior to a security s maturity can cause greater price volatility if interest rates change, and if a bond is prepaid a bond fund may have to invest the proceeds in securities with lower yields. Fixed income securities also carry inflation risk and credit and default risks for both issuers and counterparties. Unlike individual bonds, most bond funds do not have a maturity date, so holding them until maturity to avoid losses caused by price volatility is not possible. In addition, investments in certain bond structures may be less liquid than other investments, and therefore may be more difficult to trade effectively. Municipal Market Volatility. Municipal bonds can be significantly affected by political changes as well as uncertainties in the municipal market related to taxation, legislative changes, or the rights of municipal security holders. Because many municipal bonds are issued to finance similar projects, especially those relating to education, health care, transportation, and utilities, conditions in those sectors can affect the overall municipal market. Budgetary constraints of local, state, and federal governments on which the issuers may be relying for funding may also impact municipal bonds. In addition, changes in the financial condition of an individual municipal insurer can affect the overall 17

18 municipal market, and market conditions may directly impact the liquidity and valuation of municipal bonds. Interest income generated by municipal bonds is generally expected to be exempt from federal income taxes and, if the municipal bonds are held by an investor with legal residence in the state of issuance, state and local income taxes. Such interest income may be subject to federal and/or state alternative minimum taxes. Tax code changes could impact the municipal bond market. Tax laws are subject to change, and the preferential tax treatment of municipal bond interest income may be removed or phased out for investors at certain income levels. Credit Risk. Changes in the financial condition of an issuer or counterparty, and changes in specific economic or political conditions that affect a particular type of security or issuer, can increase the risk of default by an issuer or counterparty, which can affect a security s or instrument s credit quality or value. Lower-quality debt securities and certain types of other securities involve greater risk of default or price changes due to changes in the credit quality of the issuer. Inflation-Protected Debt Securities. The interest payments of inflation-protected debt securities are variable and usually rise with inflation and fall with deflation. Taxable Gains on Account Activity. The Service is not designed to take taxes into account when managing the model portfolios. As a result, you may have taxable gains or losses as a result of investment decisions made in your Account. In addition, Strategic Advisers may make structural changes to the Service that may result in taxable gains to your Account. To understand the potential tax consequences of the trading activity in your Account, please consult your tax adviser. Funds with Multiple Managers. Separate investment decisions and the resulting purchase and sale activities of a fund s Sub-Advisers might adversely affect a fund s performance or lead to disadvantageous tax consequences. Quantitative Investing. Funds or securities selected using quantitative analysis can perform differently from the market as a whole as a result of the factors used in the analysis, the weight placed on each factor, changes to the factors behavior over time, and market volatility or the quantitative model s assumption about market behavior. ETFs. An ETF is a security that trades on an exchange and may seek to track an index, commodity, or a basket of assets like an index fund. However, some ETFs are actively managed and do not seek to track a certain index or basket of assets. ETFs may trade at a premium or discount to their net asset value ( NAV ) and may also be affected by the market fluctuations of their underlying investments. They may also have unique risks depending on their structure and underlying investments. The term ETF is commonly used in reference to various types of exchange-traded products. Derivatives. Certain funds used by Strategic Advisers may contain derivatives. Generally speaking, a derivative is a financial contract whose value is based on the value of a financial asset (such as a stock, bond, or currency), a physical asset (such as gold, oil, or wheat), or a market index (such as the S&P 500 Index). Investments in derivatives may subject these funds to risks different from, and possibly greater than, those of the underlying securities, assets, or market indexes. Some forms of derivatives, such as exchange-traded futures and options on securities, commodities, or indexes, have been trading on regulated exchanges for decades. These types of derivatives are standardized contracts that can be easily bought and/or sold, and whose market values are determined and published daily. Nonstandardized derivatives (such as swap agreements), on the other hand, tend to be more specialized or complex, and may be more difficult to value. Derivatives may involve leverage because they can provide investment exposure in an amount exceeding the initial investment. As a result, the use of derivatives may cause these funds to be more volatile, because leverage tends to exaggerate the effect of any increase or decrease in the value of a fund s portfolio securities. 18

19 Alternative Investments. Alternatives are classified as assets whose investment characteristics and/ or performance differ substantially from the major asset classes and therefore offer opportunities for additional diversification. They may be illiquid. Examples include private equity and hedge funds. Strategic Advisers does not invest in private equity or hedge funds directly in Fidelity Portfolio Advisory Service Accounts; however, Strategic Advisers may invest in mutual funds that invest significantly in these instruments, and therefore clients may have indirect exposure to these sorts of investments. Real Estate. Real estate is a cyclical industry that is sensitive to interest rates, economic conditions (both nationally and locally), property tax rates, and other factors. Changes in real estate values or economic downturns can have a significant negative effect on issuers in the real estate industry. Cybersecurity Risk. With the increased use of technologies such as the Internet to conduct business, Strategic Advisers and its affiliates are susceptible to operational, information security, and related risks. In general, cyber incidents can result from deliberate attacks or unintentional events and may arise from external or internal sources. Cyber attacks include, but are not limited to, gaining unauthorized access to digital systems (e.g., through hacking or malicious software coding) for purposes of misappropriating assets or sensitive information; corrupting data, equipment or systems; or causing operational disruption. Cyber attacks may also be carried out in a manner that does not require gaining unauthorized access, such as causing denial-of-service attacks on websites (i.e., efforts to make network services unavailable to intended users). Cyber incidents affecting Strategic Advisers and its affiliates, or any of their other service providers (including, but not limited to, accountants, custodians, transfer agents, and financial intermediaries used by a fund or account) have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, interference with the ability to calculate NAV, impediments to trading, the inability to transact business, destruction to equipment and systems, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, or additional compliance costs. Similar adverse consequences could result from cyber incidents affecting issuers of securities in which a fund or account invests, counterparties with which a fund or account engages in transactions, governmental and other regulatory authorities, exchange and other financial market operators, banks, brokers, dealers, insurance companies and other financial institutions (including financial intermediaries and service providers), and other parties. OTHER INFORMATION ABOUT THE MANAGEMENT OF YOUR ACCOUNT You are entitled to impose reasonable restrictions on Strategic Advisers management of your Account. Any management restriction you may wish to impose is subject to the review and approval of Strategic Advisers. Such a restriction may include prohibitions with respect to the purchase of a particular fund or sub asset class, provided such restriction is not inconsistent with the investment management team s stated investment strategy or philosophy, or is not fundamentally inconsistent with the nature or operation of the Service. If a restriction is accepted, assets will be invested in a manner that is appropriate given your restriction. Accounts with imposed management restrictions may experience different performance from accounts without restrictions, possibly producing lower overall results. You can request an account restriction through your Fidelity representative. Strategic Advisers maintains policies and procedures that address the identification and correction of errors, consistent with applicable standards of care, to ensure that you are treated fairly when an error has been detected. In the event that an incident or event occurs that interrupts normal 19

20 investment related activities, the determination of whether an incident constitutes an error is made by Strategic Advisers or its affiliates, in their sole discretion. Strategic Advisers or its affiliates will review the relevant facts and circumstances of each incident and if deemed to be an error, will resolve the error in a timely manner. In the event that Strategic Advisers or its affiliates make an error that has a financial impact on your Account, Strategic Advisers or its affiliates will generally return your Account to the position it would have held had no error occurred. Strategic Advisers will evaluate each situation independently. This corrective action may result in financial or other restitution to your Account, or inadvertent gains being reversed out of the Account. Any corrective action may result in a corresponding loss or gain to Strategic Advisers or its affiliates. Other measures to correct an error may be facilitated through a fee credit or a deposit to your Account, which may result in a taxable gain. Unless prohibited by applicable regulation or a specific agreement with you, Strategic Advisers will net your gains and losses from the error or a series of errors with the same root cause and compensate you for the net loss. In general, compensation is expected to be limited to direct monetary losses and will not include any amounts that Strategic Advisers deems to be speculative or uncertain. Strategic Advisers and its affiliates have established error accounts for the resolution of errors, which may be used depending on the facts and circumstances. Strategic Advisers is not obligated to follow any single method of resolving errors. We may not reimburse for certain errors where a client s loss is less than ten dollars; in such cases, we have instituted procedures designed to prevent Strategic Advisers from receiving economic benefits from limiting the correction of such errors. Additionally, funds and accounts may be subject to operational risks, which can include risks of loss arising from failures in internal processes, people, or systems, such as routine processing incidents or major systems failures, or from external events, such as exchange outages. These incidents as well as incidents resulting from the mistakes of third parties may not be compensable by Strategic Advisers to you. In certain instances, a do-not-trade order may be placed on your Account for reasons including, but not limited to, processing a trade correction, your request or to comply with a court order. For the period when a do-not-trade order is on your Account, Strategic Advisers will suspend management of your Account and will not monitor your Account for potential buys and sells of securities. Additionally, any deposits to your Account during a do-not-trade period will not be invested. Strategic Advisers is not held responsible for any market loss experienced as a result of a do-not-trade order. Fidelity Portfolio Advisory Service is a wrap fee program, which means that you will pay a single advisory fee for all the services provided by Strategic Advisers, FBS, and NFS for your Account, including investment management, brokerage, custody, and other services. Strategic Advisers retains a portion of the wrap fee for its services as sponsor and investment manager of the Fidelity Portfolio Advisory Service program, and shares revenue with its affiliates, FBS and NFS, for the services they provide to your Account. For more information on the fees associated with your Account, and the fees and charges covered by your advisory fee, please see the Fees and Compensation section above. Fidelity Portfolio Advisory Service does not charge performance-based advisory fees for its services. Strategic Advisers investment management services generally include discretionary authority to determine which funds to purchase or sell, the total amount of such purchases and sales, and the brokers or dealers through which transactions are effected. As part of your Account application, you will be required to execute a power of attorney that grants Strategic Advisers discretionary trading authority over your Account. However, Strategic Advisers discretionary authority is subject to certain 20

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