FIAM LLC

FIAM is an investment management firm primarily providing discretionary advisory and sub-advisory services to various institutional clients. FIAM has been in business since 2006. FIAM is a Fidelity Investments company, and is wholly owned by FIAM Holdings LLC, which in turn is owned by FMR LLC. FIAM is part of the Fidelity Asset Management Solutions (FAMS) business unit, which provides a broad array of investment solutions with its Global Institutional Solutions (GIS), Global Asset Allocation (GAA), and institutional equity, fixed income, high income, and alternative asset management teams through FIAM and FIAM’s affiliates, Fidelity Institutional Asset Management Trust Company and Fidelity Diversifying Solutions LLC.

FIAM employs different strategies in providing investment advice depending on the type of client and its investment objectives and mandate. FIAM advises on a variety of investments including but not limited to fixed income securities, equity securities, private and public funds, real assets, leveraged loans, and private credit instruments (collectively, “Investments”) on a discretionary basis.

FIAM’s clients are generally institutional accounts, including pension and profit-sharing plans, corporate entities, charitable organizations, state or municipal government entities or other separately managed account clients (“separately managed accounts”), other investment advisers, non-U.S. investment funds, registered investment companies (also referred to as “mutual funds”) or privately-offered unregistered investment funds (“private funds”) or other collective investment vehicles (collectively, “clients” and each, a “client”).

FIAM also sub-advises funds or accounts for affiliated advisers and unaffiliated advisers. FIAM serves as an adviser or subadviser to various accounts for which FIAM’s affiliates or FIL Limited, FIL’s subsidiaries or affiliates (“FIL”) have contracted to provide investment advisory services. These accounts include collective investment vehicles formed and/or authorized in jurisdictions outside the United States.

FIAM also provides advice with respect to investments in securities, derivatives, real property, and other assets. FIAM may, to the extent permitted by its management contracts, delegate investment discretion to a subadviser who manages all or a portion of the portfolio. If FIAM has engaged a subadviser to a FIAM account or a portion of a FIAM account, the subadviser’s trading and associated policies will apply to that account, subject to applicable law.

FIAM also uses affiliates for services including, but not limited to, trading, corporate compliance and investment compliance, and proxy voting, or utilizes the services of certain personnel of its affiliates as supervised persons of FIAM under personnel sharing arrangements or other inter-company arrangements. FIAM also has access to investment research from its affiliates and/or the services of personnel of an affiliate.

As part of its non-discretionary advisory services, FIAM or its affiliates (“Fidelity”) provide investment research services, which include written research notes and ratings and portfolio modeling services, which may be provided to affiliates and unaffiliated investment managers and financial institutions.

FIAM or its affiliates have access to investment research on a substantially delayed basis from various subsidiaries and affiliates of FIL (including Fidelity Investments Canada ULC (“FIC”)), which are investment advisers registered with the SEC operating principally in the United Kingdom, Canada, Japan, and Hong Kong or Participating Affiliates (as defined below) of such registered advisers.

Certain of FIL’s subsidiaries and affiliates (including FIC), which are not companies registered with the SEC (each, a “Participating Affiliate”), may 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.

Additionally, each of FMR LLC, the ultimate parent company of FIAM, and FIL Limited have contracted on an arms-length basis for the provision of compliance monitoring and reporting services in their respective jurisdictions. As such, certain individuals supporting compliance and operations functions will have access to information concerning securities recommendations for each other’s clients.

Subsidiaries of FIL Limited also distribute investment strategies advised by FIAM and its affiliates outside of the U.S. FIAM disclaims that it is a related person of FIL.

Under certain circumstances, FIAM may provide non-discretionary consulting services to clients, including asset and liability modeling analysis (“ALM”). If ALM is provided, it is for informational and educational purposes only and is not a recommendation to take any particular action, or any action at all, nor an offer or solicitation to buy or sell any securities or services presented. It is not investment advice.

As part of its advisory services, FIAM or its affiliates provide advice to certain FIAM accounts regarding certain commodity interests; however, trading commodity interests is not a principal investment strategy of any FIAM account or client and FIAM is not registered as a commodity pool operator or commodity trading advisor.

FIAM and/or its affiliates provide all necessary office facilities, including certain working from home arrangements with regard to equipment, and personnel for servicing some of their accounts, and pay the salaries and fees of officers of certain accounts and of personnel of certain accounts performing services relating to research, statistical and investment activities.

In addition, FIAM or its affiliates provide the management and administrative services necessary for the operation of some of the accounts. These services include providing facilities for maintaining each client’s operations; facilitating relations with custodians, transfer and pricing agents, accountants, underwriters and other persons dealing with clients; preparing all general shareholder communications and conducting shareholder relations; maintaining each Fidelity fund’s, if applicable, records and the registration and notice filing status of each client’s shares under applicable law, respectively; developing management and shareholder services for each fund, if applicable; and furnishing reports, evaluations and analyses.

In addition, FIAM or its affiliates, or FIL or its affiliates, may reimburse certain costs, commissions, fees or levies of FIAM’s clients.

From time to time, a manager, analyst or other employee of FIAM or its affiliates will express views regarding a particular company, security, asset, 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 FIAM or its affiliates or any other person in their organizations. Any such views are subject to change at any time based upon market or other conditions, and FIAM and its affiliates disclaim 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 FIAM or its affiliates are based on numerous factors, may not be relied on as an indication of trading intent on behalf of an account.

FIAM or its affiliates generally have authority to determine which investments to purchase or sell, the total amount of such purchases and sales, and the brokers or dealers through which transactions are effected as well as the period for which to continue to hold each investment.

However, with respect to each discretionary account, FIAM’s and its affiliates’ authority is subject to certain limits, including applicable guidelines, investment objectives, policies and restrictions. These limitations are based on a variety of factors, such as regulatory constraints, as well as policies imposed by a client’s governing documents (registration statement filed with the SEC, offering memorandum (or similar disclosure document), limited partnership agreement, operating agreement, investment management agreement or other governing document (“Governing Documents”)) or its governing body (e.g., board of trustees, general partner and/or investment committee) and may cause differences in an account’s holdings, risk profile, commission rates, timing of trades and overall execution.

With regard to accounts or collective investment products governed by the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), the client is responsible for a plan’s compliance with ERISA requirements concerning investments in “employer securities,” “employer real property,” “qualifying employer securities” or “qualifying employer real property” (as such terms are defined in Section 407 of ERISA) (collectively, “restricted securities”) and for identifying certain financial intermediaries or parties in interest that could result in prohibited transactions under ERISA, including, but not limited to, broker-dealers affiliated with such plan.

The client is also responsible for informing FIAM in writing of any restrictions on account investments (including identifying such restricted securities or parties in interest to the plan) required in order for that plan to comply with ERISA. In the absence of such information or notification from a client, FIAM takes no responsibility to limit investments in such restricted securities or monitor transactions with client-affiliated financial intermediaries or other parties in interest to the plan to the extent such restrictions are necessary to avoid a non-exempt prohibited transaction under ERISA.

FIAM does not generally provide claims filing services seeking recovery as a potential class member of a securities class action or enter into securities litigation on behalf of its separate account clients. For FIAM’s collective investment products, FIAM handles such activities according to its policies and procedures. These policies and procedures provide for, among other things, the handling of certain events, such as dissolution of a collective investment product prior to receipt of certain class action proceeds, and the disposition of de minimis amounts and/or proceeds.

FIAM does not generally provide access to its research or related information to clients in connection with securities litigation.

Upon request, FIAM may provide pricing information to a separately managed account regarding securities held in that client’s account that have been subject to a fair market valuation.

Collective investment funds managed by FIAM may invest any uninvested cash of the fund in a registered investment company known as the Fidelity Cash Central Fund (“Cash Central Fund”), for which affiliates of FIAM act as adviser and service providers. The Cash Central Fund was created exclusively for cash management purposes of the Fidelity mutual funds and other advisory accounts of Fidelity, FIAM, and their affiliates, including the collective investment funds.

The Cash Central Fund incurs certain costs related to its investment activities (such as custodial expenses) but does not pay an investment management fee from its assets. Instead, Fidelity Management & Research LLC (“FMR”) or an affiliate pays the investment management fee on behalf of the investing funds or accounts. Investors in collective investment funds managed by FIAM do not pay any additional fees for the fund’s use of this cash sweep vehicle. Additional information about the Cash Central Fund, including the prospectus and annual and semi-annual reports, is available upon request.

Non-Discretionary Investment Advice

FIAM provides non-discretionary investment advice related to specific investment objectives described in an agreement between FIAM and its client, which may include asset allocation advice as to investment, asset class, sector, or asset allocation objectives including a variety of investment types such as affiliated collective investment trusts, collective investment trusts maintained by Geode Capital Management Trust Company (“Geode”) and affiliated mutual funds (“Underlying Products”).

FIAM provides this advice to another investment adviser that serves as either an adviser or sub-adviser (“IA”) which provides discretionary investment advice to its client (“IA Client”).

FIAM does not have an advisory relationship, or act as an adviser or ERISA fiduciary to any IA Client, nor does FIAM have an advisory relationship or act as a fiduciary to IA or any IA Client who invests in any products that may make use of FIAM’s non-discretionary investment advice as an input to the IA and the services it provides to the IA Clients.

The IA is solely responsible for determining whether any non-discretionary investment advice, including the Underlying Products and share classes, if applicable, as well as any particular strategy or investment, are suitable and appropriate for its IA Clients. Each IA, and not FIAM, is responsible for determining whether and how to implement any non-discretionary investment advice provided by FIAM.

FIAM does not exercise investment discretion over any IA Client account in connection with FIAM’s non-discretionary advice and does not trade or undertake any actions or services typically associated with discretionary management.

IAs have sole discretion over IA Client assets and are responsible for placing trades in IA Client accounts, including the selection of broker-dealers and the execution of transactions. All management and support of IA Client accounts, such as any customization, investment allocation, establishing asset class drift parameters, or restrictions are also the responsibility of the IA and not FIAM.

The FIAM non-discretionary advice can cover all or a combination of the following types of investments:

• Fidelity Funds – Mutual funds and/or exchange-traded funds (“ETFs”) sponsored and managed by affiliates of FIAM.
• Fidelity Collective Investment Trusts – Collective investment trusts maintained by an affiliated Fidelity entity.
• Geode Collective Investment Trusts – Collective investment trusts maintained by Geode.
•  

Specific information about the non-discretionary advice, including the types of investments upon which FIAM may advise, or not advise, and the Underlying Products that may be a part of portfolio construction, is provided in the client agreement.

Regulatory Assets Under Management

As of December 31, 2025, FIAM managed $347,726,100163 of client assets on a discretionary basis.

As of December 31, 2025, FIAM managed $2,416,214 of client assets on a non-discretionary basis.