Program Fundamentals: Fidelity Portfolio Advisory Service

Transcription

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

21 limits, including the applicable investment objectives, policies, and restrictions. These limitations may be based on a variety of factors such as regulatory constraints, as well as those imposed by you and agreed on by Strategic Advisers in accordance with applicable laws. PROXY VOTING POLICY AND PROCEDURES Strategic Advisers does not generally acquire authority for or exercise proxy voting on your behalf in connection with Fidelity Portfolio Advisory Service Accounts. Unless you direct us otherwise pursuant to the paragraph below, you will receive proxy materials directly from the funds, their service providers, or NFS. Strategic Advisers will not advise you on the voting of proxies. You must exercise any proxy voting directly. Once you establish your Account, you may request information from your Fidelity representative as to how specific proxies were voted with respect to holdings of the Strategic Advisers Funds in your Account. Notwithstanding the information above, you may request that Strategic Advisers act as your agent for receipt of certain legally required communications, including prospectuses, annual and semiannual reports, and proxy materials, for mutual funds that are not managed by Strategic Advisers, FMRCo, or an affiliate thereof. You may also direct Strategic Advisers to act as your agent to vote proxies on your behalf for the funds held in your Account. For Fidelity funds, including the Strategic Advisers Funds, you may instruct Strategic Advisers to vote proxies of a Fidelity fund in the same proportion as the vote of all other holders of such Fidelity fund. For non-fidelity funds, you may instruct Strategic Advisers to vote proxies pursuant to the directions provided by Institutional Shareholder Services, Inc. ( ISS ), an unaffiliated third-party proxy advisory services provider. In connection with this election, you acknowledge that Strategic Advisers is acting solely at your direction, and does not exercise discretion with respect to the voting of any proxy. For more information about ISS s proxy voting policies, please see the ISS proxy voting guidelines summary included in your application materials, or contact your Fidelity representative. You may request a copy of Strategic Advisers proxy voting guidelines by contacting your Fidelity representative. ASSETS UNDER MANAGEMENT Strategic Advisers total assets under management as of December 31, 2014, were $418,214,900,000 on a discretionary basis, and $9,414,200,000 on a nondiscretionary basis. Assets under management in Fidelity Portfolio Advisory Service on a discretionary basis as of December 31, 2014, were $136,582,000,000 and are included in the total assets listed above. CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS Strategic Advisers investment managers have access to all your relevant Account information with respect to the model for your Account, as well as any reasonable restrictions you have placed on your Account, on a daily ongoing basis. However, Strategic Advisers investment management is based on the completeness and accuracy of the information you have provided to Strategic Advisers, including, but not limited to, information about your goals, financial situation, time horizon, and risk tolerance. If you have any changes to your personal or financial situation, please contact your Fidelity representative to ensure that Strategic Advisers is managing your Account based on the most accurate information available. 21

22 CLIENT CONTACT WITH PORTFOLIO MANAGERS It is important that you contact your Fidelity representative regarding questions associated with your Account, or to provide an update about your personal situation that may impact how we manage your Account or any of the other information associated with your Account. Your service representative will act as liaison between you and the Strategic Advisers investment management team, and he or she will be responsible for communicating any changes to your personal or financial situation to the Strategic Advisers investment management team to ensure appropriate management of your Account. Strategic Advisers investment management team is responsible for all the investment management services provided for your Account. Strategic Advisers investment managers may also provide you with information about the management of your Account from time to time, but, absent special circumstances, Strategic Advisers investment managers generally do not meet with clients or answer client questions directly. ADDITIONAL INFORMATION REVIEW OF ACCOUNTS After reviewing the information provided in your IPQ, Strategic Advisers will initially propose an investment strategy and a corresponding model portfolio of mutual funds. Your investment strategy seeks to yield adequate long-term risk-adjusted returns and manage volatility within the boundaries associated with your stated financial goals and risk tolerance. Your investment strategy will remain unchanged through various market conditions unless there is a change to the responses in your IPQ or other material changes to your situation, or unless you determine to select a different investment strategy that you believe is most appropriate. Your ability to select a different investment strategy is subject to constraints defined by Strategic Advisers. 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 Advisers investment management team will make decisions regarding reallocations within the model portfolio upon which your Account is invested. These decisions are based on the investment management team s assessment of market and economic conditions and potential investment opportunities. Each model portfolio will be rebalanced periodically. However, the Strategic Advisers Funds are reviewed daily and assets within the Strategic Advisers Funds are reallocated based on the discretion of the Strategic Advisers portfolio managers. As a result, reallocation activity applicable to your Account s assets invested in the Strategic Advisers Funds may take place at the fund level, rather than directly in your Account. Strategic Advisers seeks to maintain accurate information concerning your financial situation and investment objectives, including any reasonable restrictions or reasonable modifications of existing restrictions you may wish to impose regarding the management of your Account. You are responsible for the accuracy and completeness of your IPQ information and other investment preferences used to select the model portfolio in which your Account invests. Strategic Advisers will rely on this information in making an initial investment proposal and managing your Account. Strategic Advisers may provide substantially similar model portfolio proposals to different clients with similar investment objectives; however, your proposal will be based on an analysis of your individual situation as defined by your responses to the IPQ. Strategic Advisers may (and often will) provide identical model portfolio proposals to clients with similar investment objectives. 22

23 Annual Strategic Review The Annual Strategic Review is an important part of the management process that helps ensure that your investment strategy remains appropriate for you. As a result, at least once a year, Fidelity s Portfolio Advisory Services will request information on your ongoing investment objectives, risk tolerance, planned investment time horizon, and financial goals. Additionally, you will be prompted to notify Strategic Advisers whether or not you wish to impose any reasonable restrictions on the management of your Account. During your Annual Strategic Review, if you provide a change to any of your IPQ responses, this may result in a change to your investment strategy that could be either more aggressive or more conservative than your current strategy. If we fail to hear from you during the Annual Strategic Review process, Strategic Advisers will determine if the long-term asset allocation continues to be suitable for you by updating your age, your goal horizon, and all daterelative elements of the effective investment horizon. Strategic Advisers will also consider updated balances of your Fidelity-recordkept accounts as well as updated balances of certain outside accounts and additional accounts you may have otherwise provided to Fidelity, but will otherwise assume that your IPQ responses have not changed. In some cases, the change in your age, goal horizon, and/ or account balances may be sufficient for Strategic Advisers to assign a new investment strategy even when we fail to hear from you during the Annual Strategic Review process. Fidelity s Portfolio Advisory Services reserves the right to terminate your Account at any time upon notice. If your IPQ is incomplete and we have been unable to reach you for more than three years, we will terminate your account upon notice. However, 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 regardless of whether your IPQ is complete or incomplete, we will terminate your account upon notice. If you are a client with a relationship with Fidelity s Portfolio Advisory Services through the Fidelity Wealth Management Advisory SM program, updates to your asset allocation and investment strategy will be made as part of that service. If you have multiple advisory relationships with Strategic Advisers, you will need to update your personal, financial, and other important information independently for each respective service. From time to time, we may modify the IPQ as well as the investment or scoring methodologies that are used to generate your investment strategy. In addition, when your IPQ contains out-of-date data that is no longer relevant for scoring, such as an expired goal, a Fidelity representative may proactively remove the data from the IPQ to help ensure the accuracy of Fidelity s proposed investment strategy. These changes may require you to provide new information to Strategic Advisers upon request or upon your next Annual Strategic Review, which may result in a new investment strategy being proposed. In these cases, if you fail to respond, Strategic Advisers will assume that none of your IPQ information has changed, other than your age, goal, and timeline, and will consider the balance of any accounts or other accounts at Fidelity that were part of your IPQ at your last review. Strategic Advisers does not monitor activity in your Account to update information in your IPQ. Any changes in your IPQ must be initiated by you; however, when your IPQ contains out-of-date data which is no longer relevant, such as an expired goal, a Fidelity representative may proactively remove the data to help ensure the accuracy of your IPQ. Please note, if your Account is associated with Fidelity Wealth Management Advisory SM, your profile will be updated at least annually in conjunction with that service. Note that if you have provided consent and selected an investment strategy that you believe is most appropriate for your situation, Strategic Advisers will inform you of its proposed investment strategy but will not change your strategy unless you provide instructions to terminate the consent you have previously provided. There may be instances where the investment strategy you have selected is no 23

24 longer available to you because it falls outside the constraints defined by Strategic Advisers. In these instances, you will receive notification of the proposed investment strategy and Strategic Advisers will invest your assets in the proposed strategy unless you provide updated profile information or you select an investment strategy that does fall within the constraints defined by Strategic Advisers. After completing your review, if Strategic Advisers believes that a change is necessary, it will adjust the holdings in your Account and send 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 non-fidelity prospectuses. Any change in your personal circumstances or long-term goals at any time might also warrant a change in your investment strategy. If you have multiple advisory relationships with Strategic Advisers, you will need to update your personal, financial, and other important information independently for each respective service. TAX INFORMATION Fidelity is required to report certain taxable gain/loss and holding-period information on covered securities to the Internal Revenue Service ( IRS ) on Form 1099-B (which you will receive as part of your year-end consolidated tax-reporting statement). In addition, the Service provides estimated tax basis, corresponding realized and unrealized gain and loss, and holding-period information as a courtesy. Regardless of whether the information is reported to the IRS or only as a courtesy, information reported by Fidelity may not reflect all adjustments required for tax-reporting purposes. For example, transactions occurring in other accounts may require you to make adjustments not captured by your 1099-B or the Service. Account Notifications When Strategic Advisers makes a decision to place a trade 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 non-fidelity prospectuses. At least quarterly, you will receive a reminder to notify Fidelity Portfolio Advisory Service of any change in your financial situation or investment needs. At any time that your personal or financial situation changes, you should contact your Fidelity representative to initiate a review of your IPQ. Changes to your IPQ information may not currently be processed through Fidelity.com and may only be made by contacting your Fidelity representative. Your Fidelity representative serves as the ongoing liaison between you and the investment management team, and is available to discuss changes in your mutual fund allocations and is responsible for conducting reviews at least annually. You will receive prompt confirmations from NFS for any transactions in your Account. In addition, you will receive monthly statements from NFS that will detail all holdings and transaction information, including trades, additions, withdrawals, shifts in investment allocations, and estimated gain/loss and tax basis information. Monthly statements and confirmations are also available online at Fidelity. com and by enrolling in the electronic delivery program. Upon signing up for this service, you will be notified by of the availability of documents and sent a link or Internet address where the documents can be accessed. You will not pay a different fee based on your decision to receive electronic monthly statements or trade confirmations. You will also receive quarterly reviews that detail your Account s performance and summarize the market activity during the quarter. You will also receive advisory fee information in your quarterly fee invoice and in your monthly statements during the month in which the advisory fee is paid, as well as at year-end. Industry standards are applied when 24

25 calculating Account performance information. Strategic Advisers may also make available Account performance information, on a dedicated, password-protected website. We recommend that you create strong passwords containing both uppercase and lowercase letters as well as special characters, and avoid using passwords based on your date of birth, nickname, or Social Security number. CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS, AND PERSONAL TRADING CODE OF ETHICS Strategic Advisers has adopted a Code of Ethics for Personal Trading (the Code of Ethics ). The Code of Ethics applies to all officers, directors, and employees of Strategic Advisers, and requires that they place the interests of Strategic Advisers clients above their own. The Code of Ethics establishes securities transactions requirements for all covered employees and their covered persons, including their spouses. More specifically, the Code of Ethics contains provisions requiring: (i) Standards of general business conduct reflecting the advisers fiduciary obligations (ii) Compliance with applicable federal securities laws (iii) Employees and their covered persons to move their covered accounts to Fidelity Brokerage Services LLC unless an exception has been granted (iv) Reporting and review of personal securities transactions and holdings for persons with access to certain nonpublic information (v) Prohibition of purchasing of securities in initial public offerings unless an exception has been approved (vi) Reporting of Code of Ethics violations (vii) Distribution of the Code of Ethics to all supervised persons, documented through acknowledgements of receipt Core features of the Code of Ethics generally apply to all Fidelity employees. The Code of Ethics also imposes additional restrictions and reporting obligations on certain advisory personnel, research analysts, and portfolio managers, including: (i) pre-clearing of transactions in covered securities; (ii) prohibiting investments in limited offerings without prior approval; (iii) reporting of transactions in covered securities on a quarterly basis; (iv) reporting of accounts and holdings of covered securities on an annual basis; and (v) disgorgement of profits from short-term transactions unless an exception has been approved. Violation of the Code of Ethics requirements may also result in the imposition of remedial action. The Code of Ethics will generally be supplemented by other relevant Fidelity policies, including the Policy on Inside Information, Rules for Broker-Dealer Employees, and other written policies and procedures adopted by Fidelity and Strategic Advisers. A copy of the Code of Ethics will be provided upon request. Strategic Advisers, its advisory affiliates, or a related person may buy or sell for itself securities that it also recommends to clients. The potential conflicts of interest involved in such transactions are governed by the Code of Ethics, which establishes sanctions if its requirements are violated and requires that Strategic Advisers, its advisory affiliates, or a related person place the interests of Strategic Advisers clients above their own. For information about our practice with respect to conflicts regarding trading with affiliates, please refer to the Account Requirements and Types of Clients section within this document. 25

26 From time to time, in connection with its business, Strategic Advisers may obtain material nonpublic information that is usually not available to other investors or the general public. In compliance with applicable laws, Strategic Advisers has adopted a comprehensive set of policies and procedures that prohibit the use of material nonpublic information by investment professionals or any other employees and limit the transactions that Strategic Advisers can implement for your Account. In addition, Strategic Advisers has implemented a policy on Business Entertainment and Workplace Gifts intended to set standards for business entertainment and gifts and help employees make sound decisions with respect to these activities and ensure that the interests of Strategic Advisers clients come first. Similarly, to ensure compliance with applicable pay to play laws, Strategic Advisers has adopted a Political Contributions and Activity policy that requires all employees to pre-clear any political contributions and activities. If you elected to invest in the All Fidelity Fund Option, Strategic Advisers will select only Fidelity mutual funds for your Account, including Strategic Advisers Funds. If you elected to invest in the Blended Fund Option, currently Strategic Advisers will consider only 1) Fidelity funds, and 2) non- Fidelity funds available through the Fidelity Investments fund supermarkets. Certain of these funds pay servicing and distribution fees to FBS or NFS. This compensation is paid by the mutual fund and/or its affiliate. The servicing and distribution fees that FBS or NFS receives from a fund and/or its affiliate are in addition to the advisory fees that you pay Strategic Advisers. With respect to certain of these funds, FBS or NFS may receive a percentage of the average daily net assets of non-fidelity funds in your Account; however, any such amounts received by FBS or NFS will be offset against your Gross Advisory Fee by a corresponding Credit Amount equal to the amount of revenue received. See the section entitled Fees and Compensation above for additional information. The servicing and distribution fees that FBS receives are taken into consideration when determining your net advisory fee for your Account. Each Fidelity fund, including the Strategic Advisers Funds, pays investment management fees and other fees to FMRCo, Strategic Advisers, or their affiliates. In addition, affiliates of Strategic Advisers are compensated for providing distribution, transfer agency, shareholder servicing, and custodial and other services to certain Fidelity and non-fidelity funds. For Blended Fund Option model portfolios, there is no predetermined allocation of Fidelity or non-fidelity funds (except that money market funds will always be Fidelity funds). The compensation received by Strategic Advisers and its affiliates from investments in Fidelity mutual funds included in the Blended Fund Option model portfolio will generally exceed, prior to the application of the Credit Amount (described above), the compensation from investments in non-fidelity funds. However, the Credit Amount is intended to offset this differential. Strategic Advisers seeks to address this potential conflict through the application of the Credit Amount noted above, and through the application of fund selection criteria and personnel compensation arrangements that do not differentiate between Fidelity and non-fidelity funds. Strategic Advisers investment professionals are compensated partially based on account performance and are not compensated based on the amount of Fidelity or non-fidelity funds used in the Service. Depending on market conditions and other events, certain factors in the fund selection process at times may result in a significant portion of the model portfolio being invested in Fidelity funds. Such an outcome is not the result of an intentional bias toward Fidelity funds. 26

27 BROKERAGE PRACTICES While Strategic Advisers does not have a soft dollar program, some sub-advisers may use soft dollar or other commission-sharing arrangements in connection with transactions effected for the Strategic Advisers Funds. We do not consider, in selecting or recommending broker-dealers, whether we or a related person to us receives client referrals from a broker-dealer or third party. With respect to the management of the Strategic Advisers Funds, Strategic Advisers and its affiliates may allocate brokerage transactions to brokers who are not affiliates of Strategic Advisers, who have entered into arrangements with Strategic Advisers or its affiliates under which the broker, using predetermined methodology, rebates a portion of the compensation paid by the fund to offset that fund s expenses ( Commission Recapture Program ), which may be paid to Strategic Advisers or its affiliates. Not all brokers with whom the fund trades have agreed to participate in brokerage commission recapture. Strategic Advisers expects that brokers from whom Strategic Advisers or its affiliates purchase research products and services with hard dollars are unlikely to participate in commission recapture. During your participation in the Service, your Account will not be available for brokerage activities outside of activities directed by Strategic Advisers including, but not limited to, margin trading or trading of securities by you or any of your designated agents. Further, FBS s responsibilities for the Service shall be limited solely to brokerage services relating to your participation in the Service. The activities for your Account will not apply or be related to any other activities or accounts that you may maintain with Fidelity. CLIENT REFERRALS AND OTHER COMPENSATION FMRCo and its affiliates and subsidiaries are compensated for providing services to one or more of the funds in which Strategic Advisers clients may invest. These include FMRCo and subsidiaries as the investment adviser for the Fidelity funds; Fidelity Distributors Corporation as the underwriter of the Fidelity funds; Fidelity Investments Institutional Operations Company, Inc., as transfer agent for the Fidelity funds, servicing agent for non-fidelity funds, and as recordkeeper of certain workplace savings plans. In addition, one or more broker-dealer affiliates of the Fidelity funds may execute portfolio transactions for the funds. FMRCo may obtain brokerage or research services, consistent with Section 28(e) of the Securities Exchange Act of 1934 (the Exchange Act ), from broker-dealers in connection with the execution of the Fidelity mutual funds portfolio security transactions. The group of mutual funds eligible for consideration in Fidelity Portfolio Advisory Service model portfolios is currently limited to funds available through Fidelity s mutual fund supermarket, FundsNetwork. FundsNetwork is a registered service mark of FMR LLC and a service of FBS, Member NYSE, SIPC. Mutual funds participating in Fidelity s mutual fund supermarket that Strategic Advisers may purchase for its clients pay remuneration to affiliates of Strategic Advisers for providing shareholder services; however, any such revenue received by affiliates of Strategic Advisers is subject to the Credit Amount mechanism described above in the section entitled Fees and Compensation. In connection with your investments, certain personnel of Strategic Advisers receive other economic incentives in addition to their normal compensation. In addition, our affiliates are compensated for providing distribution, transfer agency, servicing, and custodial services to certain Fidelity and non-fidelity investments (certain of these fees are also used to calculate the Credit Amount, where applicable). The compensation that Strategic Advisers and its affiliates receive as a result of your 27

28 investment in Fidelity-managed investments may exceed the compensation received from your investments in non-fidelity investment options; however, the Credit Amount calculation is designed to eliminate this differential. The mutual fund fees and expenses for the various services that Strategic Advisers or its affiliates provide to the funds are disclosed in each Fidelity fund prospectus. These fees and expenses are paid by the Fidelity funds and are ultimately borne by the funds shareholders. Client referrals are provided by affiliated entities, including FBS, or other affiliates, pursuant to referring agreements where applicable. Payments may be made to affiliates for services that facilitate delivery of Strategic Advisers services. Additionally, Strategic Advisers may refer clients to other independent investment advisors in connection with a referral program in which such independent investment advisors participate for a fee. Additional details are available upon request. Strategic Advisers receives referrals through its affiliate FBS, pursuant to a referring agreement, for which compensation is provided to FBS. As noted above, Fidelity representatives receive economic incentives in addition to their normal compensation for distributing and servicing Fidelity Portfolio Advisory Service Accounts. CUSTODY In order to participate in the Service, you must authorize Strategic Advisers to establish a brokerage account on your behalf with FBS, a registered broker-dealer and an affiliate of Strategic Advisers. NFS, another affiliate of Strategic Advisers and a member of NYSE and SIPC, has custody of client assets and will perform certain account services, including the implementation of discretionary management instructions, as well as other related services. Strategic Advisers, FBS, and NFS personnel may share premises and may have common supervision. You should carefully review statements and other communications received from FBS and NFS. DISCIPLINARY INFORMATION AND OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS Strategic Advisers is a wholly owned subsidiary of FMR LLC. FMR LLC is a Delaware limited liability company that, together with its affiliates and subsidiaries, is generally known to the public as Fidelity Investments or Fidelity. Various direct or indirect subsidiaries of FMR LLC are engaged in investment advisory, brokerage, banking, or insurance businesses. From time to time, Strategic Advisers and its clients may have material business relationships with any of the subsidiaries and affiliates of FMR LLC. In addition, the principal officers of Strategic Advisers may serve as officers and/or employees of affiliated companies that are engaged in various aspects of the financial services industry. Strategic Advisers has no material disclosable legal or disciplinary events for its management personnel associated with its advisory services. Strategic Advisers is not registered as a broker-dealer, nor does it have an application pending to register as a broker-dealer. Certain management persons of Strategic Advisers are registered representatives of Pyramis Distributors Corporation LLC, a Strategic Advisers affiliate and registered broker-dealer; however, such management persons are not involved in the management, operations, or day-to-day oversight of the programs outlined in this brochure. Though Strategic Advisers may advise the mutual funds and other institutional accounts it manages regarding futures contracts, options, and swaps, Strategic Advisers currently operates pursuant to an exemption from registration with the Commodity Futures Trading Commission as a commodity trading advisor and/or a commodity pool operator. 28

29 Strategic Advisers is generally engaged in three areas of business: 1. Providing discretionary investment advisory services to individuals, trusts, retirement plans, 529 plans, investment companies, and charitable and other business organizations 2. Providing nondiscretionary advisory products and services to individuals and financial intermediaries, and developing and maintaining asset allocation and portfolio modeling methodologies for use by our affiliates 3. Providing educational materials concerning investment and personal finance Strategic Advisers affiliates provide investment advisory and other services to the Fidelity mutual funds and Fidelity ETFs, and may also provide sub-advisory services to mutual funds that are managed by us (for example, Strategic Advisers Funds). When Strategic Advisers invests your assets in Fidelity mutual funds or funds that are sub-advised by an affiliate, those affiliates may receive investment management and other fees from the funds based on the amount of your invested assets. While Strategic Advisers receives no economic benefit from our affiliated or unaffiliated entities in connection with our investment decisions, including fund selections made for your Account, FMRCo and various affiliates of FMRCo are compensated for providing services to the funds; for example: Fidelity Management & Research Company ( FMRCo ) as the investment adviser for the Fidelity funds; Fidelity Distributors Corporation ( FDC ) as the underwriter of the Fidelity funds. One or more broker-dealer affiliates of the Fidelity funds may execute portfolio transactions for the funds. The funds investment advisers may obtain brokerage or research services, consistent with Section 28(e) of the Exchange Act, from broker-dealers in connection with the execution of the funds portfolio security transactions. Under special, limited circumstances, clients assets held in Fidelity s Portfolio Advisory Services nonretirement accounts may be counted toward certain retail brokerage account benefits/promotions in connection with offers sponsored by the affiliates of Strategic Advisers and in relation to the accounts over which Strategic Advisers does not have discretionary authority. From time to time, Strategic Advisers or its clients may have a material business relationship with the following affiliated companies: Investment Companies and Other Investment Advisers Fidelity Management & Research Company ( FMRCo ), a wholly owned subsidiary of FMR LLC, is a registered investment adviser under the Investment Advisers Act of 1940 ( Advisers Act ). FMRCo principally provides portfolio management services as an adviser or a sub-adviser to registered investment companies. FMRCo may also provide portfolio management services as an adviser or sub-adviser to clients of other affiliated and unaffiliated advisers. Strategic Advisers pays FMRCo an administrative fee for handling the business affairs of the investment companies Strategic Advisers advises. In addition, it is expected that we may share employees from time to time with FMRCo. Pyramis Global Advisors LLC ( PGALLC ) is a wholly owned subsidiary of Pyramis Global Advisors Holding Corp., which in turn is wholly owned by FMR LLC. PGALLC provides investment supervisory services, including sub-advisory services to us and our affiliates. PGALLC is a registered investment adviser under the Advisers Act. PGALLC is also registered with the Ontario Securities Commission, the Australian Securities and Investments Commission, and the Central Bank of Ireland. We have sub-advisory agreements with PGALLC for certain of our funds. In addition, it is expected that we may share employees from time to time with PGALLC. 29

30 Fidelity Investments Money Management, Inc. ( FIMM ) is a wholly owned subsidiary of FMR LLC and a registered investment adviser under the Advisers Act. FIMM provides portfolio management services as a sub-adviser to certain of our clients, including investment companies in the Fidelity group of funds or as an adviser. We have sub-advisory agreements with FIMM for certain of our funds. In addition, it is expected that we may share employees from time to time with FIMM. FMR Co., Inc. ( FMRC ) is a wholly owned subsidiary of FMRCo and is a registered investment adviser under the Advisers Act. FMRC may provide portfolio management services as a subadviser to certain of Strategic Advisers clients. FMRC may also provide portfolio management services as an adviser or a sub-adviser to clients of other affiliated and unaffiliated advisers. In addition, it is expected that we may share employees from time to time with FMRC. Fidelity SelectCo, LLC ( SelectCo ) is a wholly owned subsidiary of FMR LLC and a registered investment adviser under the Advisers Act. SelectCo may serve as an adviser to investments in your Account. Fidelity Management & Research (Hong Kong) Limited ( FMR (Hong Kong) ) is a wholly owned subsidiary of FMRCo, a registered investment adviser under the Advisers Act, and has been authorized by the Hong Kong Securities & Futures Commission to advise on securities and to provide asset management services. FMR (Hong Kong) may provide investment advisory or portfolio management services as a sub-adviser with respect to certain clients of our clients, including investment companies in the Fidelity group of funds, and for clients of other affiliated and unaffiliated advisers. We have sub-advisory agreements with FMR (Hong Kong) for certain of our funds. Fidelity Management & Research (Japan) Inc. ( FMR (Japan) ), an indirect, wholly owned subsidiary of FMRCo, is a registered investment adviser under the Advisers Act, and has been authorized by the Japan Financial Services Agency (Kanto Local Finance Bureau) to provide investment advisory services and discretionary investment management services. FMR (Japan) may supply investment research and investment advisory information, and may provide discretionary investment management services to certain clients of Strategic Advisers, including investment companies in the Fidelity group of funds, and to clients of other affiliated and unaffiliated advisers. We have sub-advisory agreements with FMR (Japan) for certain of our funds. FMR Investment Management (UK) Limited ( FMRIM(UK) ), an indirect, wholly owned subsidiary of FMRCo, is registered as an investment adviser under the Advisers Act and is authorized by the U.K. Financial Conduct Authority to provide investment advisory and asset management services. FMRIM(UK) provides investment advisory and portfolio management services as a sub-adviser to certain of Strategic Advisers clients, including investment companies in the Fidelity group of funds. FMRIM(UK) may provide portfolio management services as an adviser or sub-adviser to clients of other affiliated and unaffiliated advisers. FMRIM(UK) is also registered with the Central Bank of Ireland. We have sub-advisory agreements with FMRIM(UK) for certain of our funds. Broker-Dealers Fidelity Distributors Corporation ( FDC ), a wholly owned subsidiary of FMR LLC, acts as principal underwriter and general distribution agent of the registered investment companies advised by FMRCo. FDC is a registered broker-dealer under the Exchange Act. 30

31 National Financial Services LLC ( NFS ) is engaged in the institutional brokerage business and provides clearing and execution services for other brokers. NFS is a wholly owned subsidiary of Fidelity Global Brokerage Group, Inc., a holding company that provides administrative services to NFS. Fidelity Capital Markets ( FCM ), a division of NFS, may execute transactions for our investment companies and other clients. Additionally, FCM operates CrossStream, an alternative trading system that allows orders submitted by its subscribers to be crossed against orders submitted by other subscribers. FCM charges a commission to both sides of each trade executed in CrossStream. Using CrossStream, FCM crosses client accounts, and it charges a commission on its trades to both of its brokerage customers. CrossStream may be used to execute transactions for our investment companies and other clients. NFS is a registered broker-dealer under the Exchange Act, and NFS is also registered as an investment adviser under the Advisers Act. NFS may serve as a clearing agent for client transactions that we place with certain broker-dealers. NFS may provide transfer agent or subtransfer agent services to certain of our or our affiliates clients. NFS provides transaction processing services in conjunction with the implementation of our discretionary investment management instructions. NFS also provides custodial, recordkeeping, and reporting services to clients. We compensate NFS for these services to the Service. In all cases, transactions executed by affiliated brokers on behalf of investment company clients are effected in accordance with Rule 17e-1 under the 1940 Act, and procedures approved by the Board of Trustees of the funds. The Board of Trustees of each fund in the Fidelity group of funds has approved FCM effecting fund portfolio transactions and retaining compensation in connection with such transactions pursuant to Section 11(a) of the Exchange Act. Fidelity Brokerage Services LLC ( FBS ), a wholly owned subsidiary of Fidelity Global Brokerage Group, Inc., is a registered broker-dealer under the Exchange Act and provides brokerage products and services, including the sale of shares of investment companies advised by FMRCo to individuals and institutions, including retirement plans administered by affiliates. Pursuant to referral agreements and for compensation, representatives of FBS may refer customers to various services offered by FBS s related persons, including Strategic Advisers. In addition, FBS is the distributor of insurance products, including variable annuities, that are issued by FMRCo s related persons, Fidelity Investments Life Insurance Company ( FILI ) and Empire Fidelity Investments Life Insurance Company ( EFILI ). FBS may provide shareholder services to certain of FMRCo s or FMRCo s affiliates clients. Fidelity Global Brokerage Group, Inc., a wholly owned subsidiary of FMR LLC, wholly owns three broker-dealers, FBS, NFS, and Fidelity Clearing Canada ULC, and also has an equity interest in ebx LLC ( ebx ), a holding company and a registered broker-dealer under the Exchange Act, which was formed for the purpose of developing, owning, and operating an alternative trading system, the Level ATS. Transactions for our clients or other entities for which we serve as adviser or sub-adviser or for which we provide discretionary trading services, as well as for clients of our affiliates, may be executed through the Level ATS. Strategic Advisers disclaims that it is a related person of ebx. Fidelity Clearing Canada ULC ( FCC ) is engaged in the institutional brokerage business and provides clearing and execution services for other brokers. FCC is a wholly owned subsidiary of Fidelity Global Brokerage Group, Inc., a holding company that provides administrative services to FCC. 31

32 Pyramis Distributors Corporation LLC ( PDC ), a wholly owned subsidiary of Pyramis Global Advisors Holding Corp., acts as a placement agent for privately offered investment funds advised by Pyramis Global Advisors, LLC; Pyramis Global Advisors Trust Company; and their affiliates in the United States. PDC is a registered broker-dealer under the Exchange Act. Certain employees of SAI may act as registered representatives of PDC. Luminex Trading & Analytics LLC ( LTA ), a registered broker-dealer and alternative trading system, was formed for the purpose of establishing and operating an electronic execution utility (the LTA ATS ) that allows orders submitted by its subscribers to be crossed against orders submitted by other subscribers. FMR LLC is the majority owner of LTA. LTA intends to charge a commission to both sides of each trade executed in the LTA ATS. The LTA ATS may be used to execute transactions for Strategic Advisers or Strategic Advisers affiliates investment company and other advisory clients. NFS will serve as the clearing agent for transactions executed in the LTA ATS. Banking Institutions Fidelity Management Trust Company ( FMTC ), a trust company organized and operating under the laws of the Commonwealth of Massachusetts, provides discretionary investment management and other fiduciary services to IRAs, employee benefit plans, and institutional clients that may be invested in mutual funds, or to other clients for which FMRCo or its affiliates are the subadviser. FMTC is a wholly owned subsidiary of FMR LLC. FMRCo or its affiliates provide certain administrative services to FMTC, including, but not limited to, securities execution, investment compliance, and proxy voting. Limited Partnerships and Limited Liability Company Investments Strategic Advisers may provide discretionary investment management to partnerships and limited liability companies designed to facilitate acquisitions by mutual funds offered by Strategic Advisers. These funds are privately offered consistent with stated investment objectives. Strategic Advisers does not intend to engage in borrowing, lending, purchasing securities on margin, short selling, or trading in commodities. Participating Affiliates Fidelity Business Services India Private Limited ( FBS India ), with its registered office in Bangalore, is incorporated under the laws of India and is ultimately owned by FMR LLC through certain of its direct or indirect subsidiaries. Certain employees of FBS India ( FBS India Associated Employees ) may from time to time provide certain research services for Strategic Advisers, which Strategic Advisers may use for its customers. FBS India is not registered as an investment adviser under the Advisers Act and is deemed to be a Participating Affiliate of Strategic Advisers (as this term has been used by the SEC s Division of Investment Management in various no-action letters granting relief from the Advisers Act s registration requirement for certain affiliates of registered investment advisers). Strategic Advisers deems FBS India and each of the FBS India Associated Employees as associated persons of Strategic Advisers within the meaning of Section 202(a)(17) of the Advisers Act. FBS India Associated Employees and FBS India, through such employees, may contribute to Strategic Advisers research process and may have access to information concerning securities that are being selected for the client prior to the effective implementation of such selections. As a Participating Affiliate of Strategic Advisers, FBS India has agreed 32

33 to submit itself to the jurisdiction of United States courts for actions arising under United States securities laws in connection with investment advisory activities conducted for Strategic Advisers customers. Strategic Advisers maintains a list of FBS India Associated Employees whom it has deemed associated persons, which Strategic Advisers will make available to its customers upon request. As noted above, Strategic Advisers and certain of its affiliates receive compensation as a result of sales or servicing of funds used in Fidelity s Portfolio Advisory Services program. However, conflicts associated with the receipt of any such fees are mitigated by the use of a Credit Amount that reduces the Service s Gross Advisory Fee by the amount of revenue received by Strategic Advisers and its affiliates from such underlying funds. For additional information regarding the Credit Amount, please see the Fees and Compensation section. For MORE Information, Please Call Us Toll Free at Monday through Friday, 8 a.m. to 7 p.m. Eastern time Keep in mind that investing involves risk. The value of your investment will fluctuate over time and you may gain or lose money. Fidelity Portfolio Advisory Service is a service of Strategic Advisers, Inc., a registered investment adviser and a Fidelity Investments company. This service provides discretionary money management for a fee. Fidelity Wealth Management Advisory SM is a service of Strategic Advisers, Inc., a registered investment adviser and a Fidelity Investments company. This advisory service is provided for a fee. Brokerage services are provided by Fidelity Brokerage Services LLC. Custody and other services are provided by National Financial Services LLC. Both are Fidelity Investments companies and members of NYSE and SIPC. Fidelity Wealth Management Advisory is a service mark, and Fidelity, Fidelity Private Wealth Management and Fidelity Investments are registered service marks, of FMR LLC. Fidelity Brokerage Services LLC, Member NYSE and SIPC, 900 Salem Street, Smithfield, RI FMR LLC. All rights reserved PAS-FNDMNTL

34 Supplemental Brochures: Your Fidelity Portfolio Advisory Service Account Key Fidelity personnel involved with your account include: Wilfred Chilangwa Robert L. Macdonald Gregory Pappas Lawrence Rakers John A. Stone

35 Wilfred Chilangwa Supplemental Brochure: FIDELITY PORTFOLIO ADVISORY SERVICE Strategic Advisers, Inc. 245 Summer Street, V5D Boston, MA March 30, 2015 This supplemental brochure is designed for clients and/or anyone interested in a professionally managed account from Fidelity. This separate section is devoted to information about Wilfred Chilangwa, a member of the Strategic Advisers, Inc., Investment Management Team, and should be viewed as additional information to the Fidelity Portfolio Advisory Service brochure (the Program Fundamentals ). You should have already received a copy of the Program Fundamentals. Please contact your Fidelity representative if you did not receive the Program Fundamentals or if you have any questions about the contents of this new information. On behalf of Fidelity, we thank you for the opportunity to help you reach your investing goals through a professionally managed account from Fidelity. 3

36 Wilfred Chilangwa EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE Wilfred Chilangwa, an international equity Portfolio Manager for Strategic Advisers, Inc. ( Strategic or Strategic Advisers ), is a lead member of the team that manages the Fidelity Portfolio Advisory Service (the Service ) program. Prior to joining Strategic Advisers in February 1997, Mr. Chilangwa was with State Street in Boston, where he worked as a Senior Research Analyst on emerging markets and as Assistant Vice President focusing on new product development for global investment and asset administration. Born in 1969, Mr. Chilangwa s education includes a BA in physics and economics from Brandeis University, an MA in international finance and economics from the Brandeis International Business School, and an International Baccalaureate from St. Clare s, Oxford, United Kingdom. Mr. Chilangwa is a Chartered Financial Analyst (CFA ) charterholder. 1 DISCIPLINARY INFORMATION There are no material disclosable legal or disciplinary events that are material to your evaluation of Mr. Chilangwa or his integrity. OTHER BUSINESS ACTIVITIES Mr. Chilangwa is not actively engaged in any other investment-related business or occupation. ADDITIONAL COMPENSATION Mr. Chilangwa does not receive any economic benefit or compensation for providing advisory services to any party who is not a client of Strategic Advisers. SUPERVISION Mr. Chilangwa reports to Brian Enyeart, the Chief Investment Officer ( CIO ), who is responsible for the oversight of Portfolio Management for Fidelity Portfolio Advisory Service, and has supervisory authority for the team that manages the Service. The CIO is responsible for ensuring that the Portfolio Management Team manages all portfolios in the Service within the parameters that have been established for each investment strategy and in adherence with Strategic Advisers investment policies and procedures. This includes risk management and exposures, and performance management and attribution. Mr. Enyeart may be contacted at REQUIREMENTS FOR STATE-REGISTERED ADVISERS Strategic Advisers, Inc., is not registered with any state securities authority. 1 The CFA designation is offered by the CFA Institute. To obtain the CFA charter, candidates must pass three exams demonstrating their competence, integrity and extensive knowledge in accounting, ethical and professional standards, economics, portfolio management, and security analysis, and must also have at least three years of qualifying work experience, among other requirements. 4

37 Robert L. Macdonald Supplemental Brochure: FIDELITY PORTFOLIO ADVISORY SERVICE Strategic Advisers, Inc. 245 Summer Street, V5D Boston, MA March 30, 2015 This supplemental brochure is designed for clients and/or anyone interested in a professionally managed account from Fidelity. This separate section is devoted to information about Robert L. Macdonald, a member of the Strategic Advisers, Inc., Investment Management Team, and should be viewed as additional information to the Fidelity Portfolio Advisory Service brochure (the Program Fundamentals ). You should have already received a copy of the Program Fundamentals. Please contact your Fidelity representative if you did not receive the Program Fundamentals or if you have any questions about the contents of this new information. On behalf of Fidelity, we thank you for the opportunity to help you reach your investing goals through a professionally managed account from Fidelity. 5

38 Robert L. Macdonald EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE Robert L. Macdonald is a Senior Vice President and Director of Financial Solutions for Strategic Advisers, Inc. ( Strategic or Strategic Advisers ). Mr. Macdonald oversees the investment profiling methodology used by Portfolio Advisory Service to provide suitable asset allocation proposals to clients. Mr. Macdonald joined Fidelity in 1985 as a quantitative analyst with Fidelity Management Trust Company ( FMTC ). In 1987, he was promoted to Vice President and Portfolio Manager with FMTC s Structured Investment group. Born in 1955, Mr. Macdonald received a BA in finance from the University of South Florida in 1979 and an MBA in finance from Boston University in Mr. Macdonald is a Chartered Financial Analyst (CFA ) charterholder. 1 DISCIPLINARY INFORMATION There are no material disclosable legal or disciplinary events that are material to your evaluation of Mr. Macdonald or his integrity. OTHER BUSINESS ACTIVITIES Mr. Macdonald is not actively engaged in any other investment-related business or occupation. ADDITIONAL COMPENSATION Mr. Macdonald does not receive any economic benefit or compensation for providing advisory services to any party who is not a client of Strategic Advisers. SUPERVISION Mr. Macdonald reports to Bruce T. Herring, Group Investment Officer, who is responsible for overseeing multi-asset-class and managed account investment management capabilities, including the profiling methodology developed by Mr. Macdonald, which is used to determine the asset allocation proposals provided to clients. Mr. Herring holds regular meetings with Mr. Macdonald in which the profiling methodology is reviewed and approved. Mr. Herring may be contacted at REQUIREMENTS FOR STATE-REGISTERED ADVISERS Strategic Advisers, Inc., is not registered with any state securities authority. 1 The CFA designation is offered by the CFA Institute. To obtain the CFA charter, candidates must pass three exams demonstrating their competence, integrity and extensive knowledge in accounting, ethical and professional standards, economics, portfolio management, and security analysis, and must also have at least three years of qualifying work experience, among other requirements. 6

39 Gregory Pappas Supplemental Brochure: FIDELITY PORTFOLIO ADVISORY SERVICE Strategic Advisers, Inc. 245 Summer Street, V5D Boston, MA March 30, 2015 This supplemental brochure is designed for clients and/or anyone interested in a professionally managed account from Fidelity. This separate section is devoted to information about Gregory Pappas, a member of the Strategic Advisers, Inc., Investment Management Team, and should be viewed as additional information to the Fidelity Portfolio Advisory Service brochure (the Program Fundamentals ). You should have already received a copy of the Program Fundamentals. Please contact your Fidelity representative if you did not receive the Program Fundamentals or if you have any questions about the contents of this new information. On behalf of Fidelity, we thank you for the opportunity to help you reach your investing goals through a professionally managed account from Fidelity. 7

40 Gregory Pappas EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE Gregory Pappas, a fixed income Portfolio Manager for Strategic Advisers, Inc. ( Strategic or Strategic Advisers ), is a lead member of the team that manages the Fidelity Portfolio Advisory Service program. Prior to joining Strategic Advisers in 1996, Mr. Pappas was with Fidelity s National Financial Correspondent Services group, where he was a Vice President focusing on fixed income product and business development. Before he joined Fidelity in 1990, Mr. Pappas was with the Bank of New England, where he was a Senior Portfolio Manager working on the bank s investment portfolio. Born in 1955, Mr. Pappas received a BA, cum laude, in economics, from St. Lawrence University. Mr. Pappas is a Chartered Financial Analyst (CFA ) charterholder. 1 DISCIPLINARY INFORMATION There are no material disclosable legal or disciplinary events that are material to your evaluation of Mr. Pappas or his integrity. OTHER BUSINESS ACTIVITIES Mr. Pappas is not actively engaged in any other investment-related business or occupation. ADDITIONAL COMPENSATION Mr. Pappas does not receive any economic benefit or compensation for providing advisory services to any party who is not a client of Strategic Advisers. SUPERVISION Mr. Pappas reports to Brian Enyeart, the Chief Investment Officer ( CIO ), who is responsible for the oversight of Portfolio Management for Fidelity Portfolio Advisory Service, and has supervisory authority for the team that manages the Service. The CIO is responsible for ensuring that the Portfolio Management Team manages all portfolios in the Service within the parameters that have been established for each investment strategy and in adherence with Strategic Advisers investment policies and procedures. This includes risk management and exposures, and performance management and attribution. Mr. Enyeart may be contacted at REQUIREMENTS FOR STATE-REGISTERED ADVISERS Strategic Advisers, Inc., is not registered with any state securities authority. 1 The CFA designation is offered by the CFA Institute. To obtain the CFA charter, candidates must pass three exams demonstrating their competence, integrity and extensive knowledge in accounting, ethical and professional standards, economics, portfolio management, and security analysis, and must also have at least three years of qualifying work experience, among other requirements. 8

41 Lawrence Rakers Supplemental Brochure: FIDELITY PORTFOLIO ADVISORY SERVICE Strategic Advisers, Inc. 245 Summer Street, V5D Boston, MA March 30, 2015 This supplemental brochure is designed for clients and/or anyone interested in a professionally managed account from Fidelity. This separate section is devoted to information about Lawrence ( Larry ) Rakers, a member of the Strategic Advisers, Inc., Investment Management Team, and should be viewed as additional information to the Fidelity Portfolio Advisory Service brochure (the Program Fundamentals ). You should have already received a copy of the Program Fundamentals. Please contact your Fidelity representative if you did not receive the Program Fundamentals or if you have any questions about the contents of this new information. On behalf of Fidelity, we thank you for the opportunity to help you reach your investing goals through a professionally managed account from Fidelity. 9

42 Lawrence Rakers EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE Larry Rakers is a Portfolio Manager for Strategic Advisers, Inc. ( Strategic or Strategic Advisers ). In his role as lead asset allocation Portfolio Manager, Mr. Rakers has responsibility for the asset allocation process within Fidelity Portfolio Advisory Service, working closely with the Investment Management and Research Teams to make asset allocation decisions. Mr. Rakers joined Fidelity in 1993 as an analyst at Fidelity Management & Research Company (FMRCo), covering various industries, and managed multiple funds from 1993 to In 2008, he became Portfolio Manager for a number of Fidelity mutual funds, including Fidelity Dividend Growth Fund. Born in 1963, Mr. Rakers received BS and MS degrees from the University of Illinois and an MBA from Northeastern University. DISCIPLINARY INFORMATION There are no material disclosable legal or disciplinary events that are material to your evaluation of Mr. Rakers or his integrity. OTHER BUSINESS ACTIVITIES Mr. Rakers is not actively engaged in any other investment-related business or occupation. ADDITIONAL COMPENSATION Mr. Rakers does not receive any economic benefit or compensation for providing advisory services to any party who is not a client of Strategic Advisers. SUPERVISION Mr. Rakers reports to Brian Enyeart, the Chief Investment Officer ( CIO ), who is responsible for the oversight of Portfolio Management for Fidelity Portfolio Advisory Service, and has supervisory authority for the team that manages the Service. The CIO is responsible for ensuring that the Portfolio Management Team manages all portfolios in the Service within the parameters that have been established for each investment strategy and in adherence with Strategic Advisers investment policies and procedures. This includes risk management and exposures, and performance management and attribution. Mr. Enyeart may be contacted at REQUIREMENTS FOR STATE-REGISTERED ADVISERS Strategic Advisers, Inc., is not registered with any state securities authority. 10

43 John A. Stone Supplemental Brochure: FIDELITY PORTFOLIO ADVISORY SERVICE Strategic Advisers, Inc. 245 Summer Street, V5D Boston, MA March 30, 2015 This supplemental brochure is designed for clients and/or anyone interested in a professionally managed account from Fidelity. This separate section is devoted to information about John A. Stone, a member of the Strategic Advisers, Inc., Investment Management Team, and should be viewed as additional information to the Fidelity Portfolio Advisory Service brochure (the Program Fundamentals ). You should have already received a copy of the Program Fundamentals. Please contact your Fidelity representative if you did not receive the Program Fundamentals or if you have any questions about the contents of this new information. On behalf of Fidelity, we thank you for the opportunity to help you reach your investing goals through a professionally managed account from Fidelity. 11

44 John A. Stone EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE John A. Stone, a domestic equity Portfolio Manager for Strategic Advisers, Inc. ( Strategic or Strategic Advisers ), is a lead member of the team that manages the Fidelity Portfolio Advisory Service program. Mr. Stone joined Strategic Advisers in Prior to joining Strategic Advisers, Mr. Stone was a Portfolio Manager and a Principal at Mercer Global Investments. Prior to joining Mercer in 2006, Mr. Stone was with Fidelity Investments for 12 years, most recently as Vice President, Senior Investment Analyst. Born in 1970, Mr. Stone earned a BS in quantitative economics from Tufts University (in 1992) and an MBA from The Johnson Graduate School of Management at Cornell University (in 1998). Mr. Stone is a Chartered Financial Analyst (CFA ) charterholder. 1 DISCIPLINARY INFORMATION There are no material disclosable legal or disciplinary events that are material to your evaluation of Mr. Stone or his integrity. OTHER BUSINESS ACTIVITIES Mr. Stone is not actively engaged in any other investment-related business or occupation. ADDITIONAL COMPENSATION Mr. Stone does not receive any economic benefit or compensation for providing advisory services to any party who is not a client of Strategic Advisers. SUPERVISION Mr. Stone reports to Brian Enyeart, the Chief Investment Officer ( CIO ), who is responsible for the oversight of Portfolio Management for Fidelity Portfolio Advisory Service, and has supervisory authority for the team that manages the Service. The CIO is responsible for ensuring that the Portfolio Management Team manages all portfolios in the Service within the parameters that have been established for each investment strategy and in adherence with Strategic Advisers investment policies and procedures. This includes risk management and exposures, and performance management and attribution. Mr. Enyeart may be contacted at REQUIREMENTS FOR STATE-REGISTERED ADVISERS Strategic Advisers, Inc., is not registered with any state securities authority. 1 The CFA designation is offered by the CFA Institute. To obtain the CFA charter, candidates must pass three exams demonstrating their competence, integrity and extensive knowledge in accounting, ethical and professional standards, economics, portfolio management, and security analysis, and must also have at least three years of qualifying work experience, among other requirements. 12

45 Fidelity Portfolio Advisory Service is a service of Strategic Advisers, Inc., a registered investment adviser and a Fidelity Investments company. This service provides discretionary money management for a fee. Brokerage services are provided by Fidelity Brokerage Services LLC. Custody and other services are provided by National Financial Services LLC. Both are Fidelity Investments companies and members of NYSE and SIPC. Fidelity Brokerage Services LLC, Member NYSE and SIPC, 900 Salem Street, Smithfield, RI FMR LLC. All rights reserved PAS-FNDMNTL-PART B