Fidelity Management & Research (Japan) Limited (“FMR (Japan)”) is authorized by the Japan Financial
Services Agency (Kanto Local Finance Bureau) to provide investment advisory and discretionary
investment management services. FMR (Japan) may supply investment research and investment
advisory information or portfolio management services as a sub-adviser with respect to certain clients of
Fidelity Management & Research Company LLC (“FMR”), including investment companies in the Fidelity
family of mutual funds (the “Fidelity Funds” or “Fidelity group of funds”), and for clients of other affiliated
and unaffiliated advisers. FMR (Japan), a wholly-owned subsidiary of FMR, which in turn is wholly-owned
by FMR LLC, has been registered with the Securities and Exchange Commission (“SEC”) since 2008.
FMR (Japan) may also provide other services to affiliated or unaffiliated parties that may require licensing
in the local jurisdiction.
FMR (Japan) provides investment supervisory services, including sub-advisory services, to institutional
accounts, principally investment companies (also referred to as “mutual funds”) registered under the
Investment Company Act of 1940 (the “1940 Act”). FMR (Japan) may provide to certain investment
company and other institutional clients of FMR or its affiliates research, investment advisory, and/or
discretionary asset management services principally relating to securities of issuers located outside of
North America, including Japan and elsewhere in Asia. For its research services, FMR (Japan) may
provide this research, which may include written research notes and ratings, to other affiliates and
unaffiliated investment managers and financial institutions, in some instances on a delayed basis. FMR
(Japan) or its affiliates provide all necessary office facilities and personnel for servicing the funds'
investments, and pays the salaries and fees of all officers of the funds, members of the Boards of
Trustees who are “interested persons” of the funds, FMR (Japan) or its affiliates, and of all personnel of
the funds, FMR (Japan) or its affiliates who perform services relating to research, statistical and
investment activities. Though FMR (Japan) advises the mutual funds and other institutional accounts it
manages regarding certain commodity interests, FMR (Japan) is not registered as a commodity pool
operator or commodity trading adviser.
For the Fidelity group of funds, FMR (Japan) or its affiliates, subject to the supervision of the Board of
Trustees of each fund in the Fidelity group of funds, provide the management and administrative services
necessary for the operation of the Fidelity group of funds. These services include: providing facilities for
maintaining each fund’s organization; supervising relations with custodians, transfer and pricing agents,
accountants, underwriters and other persons dealing with the funds; at the direction of the funds,
preparing all general shareholder communications and conducting shareholder relations; at the direction
of the funds, maintaining each fund’s records and the registration and notice filing status of each fund’s
shares under federal and state law; developing management and shareholder services for each fund; and
furnishing reports, evaluations and analyses on a variety of subjects to the Board of Trustees of each
fund in the Fidelity group of funds.
In certain instances, FMR (Japan), to the extent permitted
by its advisory contracts, delegates investment
discretion over all or a portion of the portfolio to one or more sub-advisers, including FMR (Japan)’s
affiliates and various subsidiaries and affiliates of FIL Limited (“FIL”). If FMR (Japan) or its affiliates
engage FIL or another unaffiliated entity to sub-advise an FMR (Japan) fund or account, or a portion of an
FMR (Japan) fund or account, the sub-adviser’s policies and procedures, including trade allocation and
conflicts of interest, will apply to that fund or account, except for certain fund Board-approved affiliated
transaction policies subject to applicable law. FMR (Japan) has access to investment research on a
substantially delayed basis from various subsidiaries and affiliates of FIL which are investment advisers
registered with the SEC operating principally in the United Kingdom, Japan and Hong Kong Special
Administrative Region (SAR) or Participating Affiliates (as defined below) of such registered advisers.
Certain of FIL’s subsidiaries and affiliates (including Fidelity Investments Canada ULC (“FIC”)), which are
companies not registered with the SEC (each, a “Participating Affiliate”), have access to information (such
as through employees who work for both a FIL registered adviser and the unregistered FIL subsidiary or
affiliate) concerning securities recommendations for the registered adviser’s U.S. clients. FMR (Japan)
disclaims that it is a related person of FIL.
In the course of FMR (Japan) providing its investment advisory services, portfolio managers, analysts or
other employees of FMR (Japan) or its affiliates will, from time to time, express views regarding a
particular company, security, industry or market sector. The views expressed by any such person are the
views of only that individual as of the time expressed and do not necessarily represent the views of FMR
(Japan) or its affiliates or any other person in the Fidelity organization. Any such views are subject to
change at any time based upon market or other conditions and FMR (Japan) disclaims any responsibility
to update such views. These views may not be relied on as investment advice and, because investment
decisions for an account managed by FMR (Japan) or its affiliates are based on numerous factors, may
not be relied on as an indication of trading intent on behalf of any such account.
FMR (Japan) or its affiliates generally have authority to determine which securities to purchase or sell and
the total amount of such purchases and sales. However, with respect to each discretionary account, FMR
(Japan)’s and its affiliates’ authority is subject to certain limitations, including the applicable investment
objectives, policies and restrictions. These limitations are based on a variety of factors, including
regulatory constraints and policies formally imposed by a client or its governing body (e.g., Board of
Trustees) through, for example, a management agreement and can cause differences in an account’s
holdings, risk profile, commission rates, timing of trades and overall execution. With respect to FMR
(Japan)’s registered investment company clients, many of the applicable investment policies and
limitations are set forth in each client’s registration statement filed with the SEC.
As of March 31, 2023, FMR (Japan) managed $2,942,503,963 of client assets on a discretionary basis.
As of March 31, 2023, FMR (Japan) did not manage any client assets on a non-discretionary basis.