Fidelity® Personalized Planning & Advice at Work (“FPPA” or the “Program”) is a service of Fidelity Personal and Workplace Advisors LLC (“FPWA”) and Strategic Advisers LLC (“Strategic Advisers,” and, together with FPWA, sometimes referred to as “we,” “our,” or “us” throughout this document). FPWA and Strategic Advisers are registered investment advisers and indirect, wholly owned subsidiaries of FMR LLC (collectively with FPWA, Strategic Advisers, and their affiliates, “Fidelity Investments” or “Fidelity”). FPWA was formed in 2017 and offers retail and workplace investment advisory programs, including FPPA. Strategic Advisers was formed in 1977 and provides a variety of investment management services, including discretionary portfolio management services to retail and institutional clients and nondiscretionary advisory services to certain institutional clients, including but not limited to Fidelity affiliates.
Together, FPWA and Strategic Advisers provide the discretionary and nondiscretionary advisory services (the “Program Services”) available through FPPA. As described below, the Program provides the discretionary investment management services of Strategic Advisers for your workplace savings plan account or assetized nonqualified deferred compensation account (“Plan Account,” and the managed portion referred to herein as the “Managed Account” or “Account”), and the participant* service, participant profiling, and nondiscretionary planning services of FPWA and its representatives (each a “Fidelity representative”).
Your Managed Account assets will be invested to align with one of a number of model portfolios constructed according to asset allocation and diversification principles. The model portfolio to which your Account will align is expected to change from time to time based on your profile (described below), which is regularly evaluated. As described below, FPWA will identify an appropriate long-term asset allocation strategy (also referred to as investment strategy) for your Managed Account, which Strategic Advisers will use to invest your Account in one of the model portfolios for your plan developed by Strategic Advisers. Each model portfolio consists of investments chosen from among the plan’s eligible investment options, which can include Fidelity Funds and/or non-Fidelity mutual funds.
Strategic Advisers will have investment discretion over the investments in your Managed Account, and you will not be able to make any exchanges of assets held in your Managed Account or otherwise direct or restrict the management of such assets while enrolled. Through its discretionary authority, Strategic Advisers will invest eligible assets (both vested and non-vested) that are initially allocated to your Managed Account and your ongoing payroll contributions. Your Managed Account will regularly be evaluated for rebalancing and, to the extent that it is rebalanced, the investments in your Managed * Participants who enroll in the Program are sometimes referred to as “members” in materials associated with the Program.
Account will change. Note that while you are enrolled in the Program, you remain eligible to sell unrestricted shares of applicable company stock (if any) and to determine the portion of your pay to defer into your Plan Account.
In addition to the discretionary services provided as part of the Program, FPWA will provide nondiscretionary, Web-based financial planning services, which you can obtain through NetBenefits.com or a Fidelity representative. Fidelity representatives are available from 8:30 a.m. to 8:00 p.m. ET.
Interests in the Digital Assets Account (“DAA”) are ineligible for management by FPPA. When you enroll in the Program, if you hold any plan investments that are not part of your assigned model portfolio and are not Excluded Assets (described below), including DAA, they will be sold at the time your plan assets are rebalanced into your Managed Account and prior to discretionary management.
Please note that if a Fidelity representative recommends that you enroll in FPPA, it is because you would benefit from a diversified portfolio created from your workplace savings plan investment option lineup, which is actively managed through different market conditions for your specific retirement investment strategy. In addition, you prefer to have your investments managed so that the level of risk adjusts over time.
Enrolling in the Program You can enroll in the Program online or through a Fidelity representative. Enrollment begins with FPWA identifying an asset allocation strategy for your Managed Account. To develop this asset allocation strategy, FPWA obtains initial information (“Initial Information”) from your plan sponsor (e.g., date of birth, estimated retirement age, Plan Account balance) and information about any other retirement-related accounts for which Fidelity is the recordkeeper (“Fidelity Recordkept Retirement Accounts”), as well as certain retirement benefit information recordkept at Fidelity and/or provided by a third party to Fidelity. You can and we encourage you to provide additional information about your financial situation and/or update the information provided by your plan sponsor through an Investor Profile Questionnaire, which includes questions about your risk tolerance, investment knowledge, investment experience, financial situation, contributions, estimated retirement expenses, etc. This information can be updated online at any time or through a Fidelity representative, and we encourage you to provide this information and keep it current so that we can further personalize a long-term asset allocation strategy for you. The information we use to provide Program Services is referred to as your “Personal Profile.” To the extent that you have not provided additional information through the Investor Profile Questionnaire, we will propose an asset allocation strategy for your Managed Account using your Initial Information and Fidelity Recordkept Retirement Accounts, as well as certain retirement benefit information recordkept at Fidelity and/or provided by a third party to Fidelity, along with assumed responses regarding risk tolerance, financial situation, investment knowledge, and investment experience, among other things, based on similarly aged investors in Fidelity’s programs and services (our “profiling assumptions”). We use a proprietary framework based on aggregate investor data to inform our profiling assumptions. You should understand that if you do not answer the questions about risk tolerance, emergency fund, financial situation, investment knowledge, investment experience, essential expenses, reaction to stock market decline, and income, for example, we will assume values for those responses.
Our profiling assumptions will generally assume that your risk tolerance decreases as you age; that your emergency fund, investment knowledge, and investment experience increase as you age; and that your income could increase or decrease depending on your age. It is important to understand that the profiling assumptions are periodically reviewed and updated based on the information we have about similarly aged investors. To the extent that the profiling assumptions affect your score, these updates can result in our implementing a new long-term asset allocation for your Managed Account.
In some limited instances, information about you that we have on file will not be used to identify an asset allocation strategy for your Managed Account until you have confirmed its use via the Investor Profile Questionnaire. If you want to receive Program Services based on your specific information rather than our profiling assumptions, which we encourage, and to ensure that information about you that we have on file is used as part of your Personal Profile, please complete your Investor Profile Questionnaire with your specific information at any time by going online or calling a Fidelity representative.
In addition to considering Fidelity Recordkept Retirement Accounts as part of your Personal Profile, we can consider your other retirement assets not recordkept at Fidelity, such as workplace retirement assets or individual retirement account assets (“Other Retirement Assets” and, together with Fidelity Recordkept Retirement Accounts referred to herein as “Outside Assets”), when identifying an asset allocation strategy. We encourage you to provide information regarding your Other Retirement Assets so that we can identify a more personalized long-term asset allocation strategy for you. This information can be provided to us at any time, including by authorizing a third-party service provider to provide us with this data.
Unless you tell us not to, we will automatically adjust your Managed Account asset allocation based on any Outside Assets identified. In addition, we will automatically adjust your Managed Account asset allocation based on any non-managed assets within your Plan Account, such as self-directed brokerage assets and/or Excluded Investment Options (as described below). Company stock held within your Plan Account will be treated as an “Excluded Asset,” as described below.
The adjustment considers

both the balance and equity exposure of the Outside Assets. In some cases, the characteristics of Outside Assets will be identified as “unknown.” If an asset is classified as unknown and the unknown holdings include equities or equity-like instruments, we may underestimate the equity exposure in those assets when performing the adjustment, which can lead to more equity exposure in the asset allocation strategy for your Managed Account than we would have suggested if we had been able to fully identify equity exposure in your Outside Assets.
Based on the Initial Information or Personal Profile and any Outside Assets (if available/ provided) (collectively, “your information”), we will identify an appropriate long-term asset allocation strategy for you. After reviewing your asset allocation strategy, along with the Terms and Conditions and pricing information for the Program, you can choose to enroll in the Program. Under normal circumstances, Strategic Advisers will then begin its discretionary management by investing your Managed Account within the next five business days to align with the model portfolio associated with your asset allocation strategy. See “Discretionary Investment Management” below. Consistent with the applicable standard of care, the process used to determine your asset allocation strategy is intended to identify an appropriate asset allocation. From time to time, the process for identifying or implementing an asset allocation may not operate as intended. If this occurs, we will repeat the asset allocation process and prospectively adjust your Managed Account’s asset allocation as well as the model portfolio implemented for your Managed Account as needed.
Unless you are notified otherwise, pending completion of your enrollment, your plan assets will typically remain in their then-current investments and future contributions will be invested per current investment elections on file or, if no investment elections are on file, in the Plan’s default. If you make updates to your Personal Profile while your initial enrollment is pending, it is possible that discretionary management could be delayed.
You should note that your plan assets immediately prior to enrollment will be used to determine an appropriate asset allocation for your Managed Account. The value of your plan assets could potentially change significantly once your enrollment is complete and assets that cannot be managed as part of the Program (other than self-directed brokerage assets, company stock, and other Excluded Investment Options (as described below) are sold. The value of your plan assets is re-evaluated at the time of your next scheduled review or when you review your Personal Profile online, whichever comes first. We encourage you to review your asset allocation strategy once we have begun managing your Account.
Passive Enrollment in the Program or Enrollment as a Default Investment Option If your plan sponsor has directed that the eligible assets in your Plan Account be enrolled in the Program (referred to as “passive enrollment”), your decision to remain enrolled in the Program constitutes your approval of the asset allocation strategy with which your Managed Account is aligned. In addition, certain plans use FPPA as a default investment option (i.e., your Account will be enrolled in the Program if you fail to select a portfolio of investments from your plan’s investment lineup). If either of these enrollment processes is applicable to you, you can opt out of the Program by calling a Fidelity representative.
If you are being passively enrolled or you are being enrolled in FPPA as a default investment option for the first time and you do not have another Plan Account already enrolled in the Program, we will identify an asset allocation strategy based on information provided by your plan sponsor, which may include date of birth, estimated retirement age, Plan Account balance, any Fidelity Recordkept Retirement Accounts, and certain retirement benefit information recordkept at Fidelity and/or provided by a third party to Fidelity, as well as applicable profiling assumptions. Assuming that you do not opt out of the Program, your Managed Account will then generally be invested within the next five business days to align with the model portfolio associated with your identified asset allocation strategy. Unless you are notified otherwise, pending completion of your enrollment, your plan assets will typically remain in their then-current investments and future contributions will be invested per current investment elections on file or, if no investment elections are on file, in the Plan’s default.
If you are already enrolled in the Program in one or more Plan Accounts and you are being passively enrolled or enrolled in FPPA as a default investment option in a new plan, we will review the Personal Profile information we have for each Plan Account. If different information is identified for each Plan Account, we will use the following “multi- account hierarchy” to determine which information to use across all your Plan Accounts so that they are managed consistently:
• If you have enrolled in or reviewed and confirmed data in an FPPA account online, we will use the information from the most recent account you enrolled in or confirmed online; or
• If you have not enrolled in or reviewed and confirmed data in an FPPA account online and have one or more previously enrolled plans in which your plan sponsor has indicated that you are an active participant, we will use the data from the most recent previously enrolled plan in which your plan sponsor has indicated that you are an active participant; or
• If you have not enrolled in or reviewed and confirmed data in an FPPA account online and your plan sponsor has indicated that you are not an active participant in any previously enrolled plan, we will use data from the most recent previously enrolled plan.
Additionally, if you are already enrolled in the Program in one or more Plan Accounts that did not include certain Outside Assets retirement benefit information recordkept at Fidelity and/or provided by a third party to Fidelity, we will not use such information to determine your long-term asset allocation for your subsequently opened account. If you would like this information to be used, you must go online or call a representative to authorize that these assets and/or information be included in your Personal Profile and used in determining your long-term asset allocation.
Discretionary Investment Management Strategic Advisers will manage your Managed Account assets using investments chosen from among the plan’s eligible investment options. Strategic Advisers will periodically rebalance the assets in your Managed Account to align with the model portfolio aligned with your long-term asset allocation strategy. In addition, as discussed below under “Updates to Your Managed Account,” we will periodically review your asset allocation strategy and model portfolio to determine whether they remain appropriate for you. In making this determination, we consider, among other things, any updated Plan Account data and any changes to your Personal Profile. Your asset allocation strategy and aligned model portfolio can change as a result of this review.
Plan sponsors can direct us to include among the plan’s eligible investment options supplemental funds chosen by the plan sponsor and available only to participants enrolled in FPPA. In such cases, references to the “plan lineup” herein and in other Program collateral shall be deemed to include the plan’s supplemental funds. Because supplemental funds are only available to participants enrolled in FPPA, once enrollment in FPPA is terminated, a participant’s interest in such supplemental funds will be redeemed, and participants must provide direction to a Fidelity representative as to how to invest assets held in supplemental funds. If no direction is provided at the time of a participant’s unenrollment, we will follow the plan sponsor’s direction as to how to invest those assets. In addition, plan sponsors can elect to exclude specific plan investment options from the Program but allow participants to continue holding these investments outside the Managed Account.
The Program offers plan sponsors the option of two discretionary investment management approaches:
• The FPPA core investment approach (“FPPA Core”), which seeks to construct portfolios by evaluating all the plan’s eligible investment options (including actively managed funds, index-based funds, and extended asset class investment options); or,
• The FPPA index-based approach (“FPPA Index”), which seeks to construct portfolios that are diversified across asset classes and reflect a preference for the plan’s eligible index-based investment options.
Fidelity does not recommend one approach over the other, and you are limited to the approach your plan sponsor has chosen to offer. Log in to NetBenefits.com or see your enrollment materials for more information as to whether your plan sponsor has selected FPPA Core or FPPA Index. Please refer to the section below entitled