N-CSR 1 filing1018.htm PRIMARY DOCUMENT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES


Investment Company Act file number   811-21991


Fidelity Rutland Square Trust II

 (Exact name of registrant as specified in charter)


245 Summer St., Boston, Massachusetts  02210

 (Address of principal executive offices)       (Zip code)


John Hitt, Secretary

245 Summer St.

Boston, Massachusetts  02210

 (Name and address of agent for service)



Registrant's telephone number, including area code:

617-563-7000



Date of fiscal year end:

February 29



Date of reporting period:

February 29, 2016


Item 1.

Reports to Stockholders




Strategic Advisers® Emerging Markets Fund

Offered exclusively to certain clients of Strategic Advisers, Inc. - not available for sale to the general public



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-3455 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Past 5 years Life of fundA 
Strategic Advisers® Emerging Markets Fund (23.49)% (4.95)% (4.28)% 

 A From September 30, 2010


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Emerging Markets Fund on September 30, 2010, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the MSCI Emerging Markets Index performed over the same period.


Period Ending Values

$7,889Strategic Advisers® Emerging Markets Fund

$7,975MSCI Emerging Markets Index

Management's Discussion of Fund Performance

Market Recap:  International equities suffered a setback for the year ending February 29, 2016, held back by a collapse in commodity prices that affected resources-related sectors and geographies in particular. The non-U.S. developed-markets MSCI EAFE Index returned -15.04% for the 12 months, hurt also by concerns about global economic growth. Stocks in developing markets fell further, with the MSCI Emerging Markets Index returning -23.13%. Commodity producers were pressured for much of the year, largely related to economic deceleration in China, the world's second-largest economy and a leading consumer of raw materials. Effects were exacerbated by U.S. dollar strength relative to global currencies, weighing on commodities priced in dollars and acutely affecting the equity returns of resources-related areas. Among regions within the MSCI EAFE Index, net energy consumer Japan (-10%) fared best; Asia Pacific ex Japan (-19%), worst. At the country level, only Denmark (+5%) and Israel (+3%) managed a gain, with several notching declines of greater than 20%. As for sectors, consumer staples (-2%) and telecommunication services (-6%) lost the least, whereas materials (-29%), financials (-22%) and energy (-21%) lost the most. Among emerging-markets countries, Hungary (+27%) proved the sole gainer. Meanwhile, Greece (-68%), Brazil (-40%), China (-29%) and India (-26%) headed the market's broad-based decline.

Comments from Portfolio Manager Wilfred Chilangwa:  For the year, the fund returned -23.49%, modestly trailing the MSCI Emerging Markets Index. Relative to the benchmark, an increase in our exposure to China via two exchange-traded funds (ETFs) – done to keep the fund's underweighting in the country from becoming too large – hampered performance. Lazard Emerging Markets Equity Portfolio also detracted, partly due to this manager's positioning in Brazil and South Africa, the worst-performing major markets in the index. Causeway Emerging Markets Fund, a newly added manager during the period, stumbled with selections across sectors in Brazil and India. On the plus side, Fidelity® Emerging Markets Fund was the top relative contributor. This manager's focus on what it considers "best of breed" growth stocks yielded solid picks in information technology and industrials, along with a beneficial overweighting in health care. Oppenheimer Developing Markets Fund also contributed, led by favorable positioning in consumer discretionary, industrials and financials, as well as in China, India and Brazil. We increased the fund's exposure to all-cap managers by hiring two sub-advisers: M&G Investments and Somerset Capital Management, and also engaged FIAM℠ as a sub-adviser.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
Fidelity Emerging Markets Fund 10.0 10.4 
Aberdeen Emerging Markets Fund Institutional Service Class 7.6 12.3 
Lazard Emerging Markets Equity Portfolio Institutional Class 7.3 12.3 
T. Rowe Price Emerging Markets Stock Fund Class I 7.2 8.0 
Causeway Emerging Markets Fund - Investor Class 6.6 4.5 
Oppenheimer Developing Markets Fund Class I 5.0 5.8 
iShares MSCI China ETF 4.5 0.0 
Parametric Emerging Markets Fund Investor Class 4.2 4.8 
GMO Emerging Markets Fund Class IV 3.3 3.7 
Brandes Emerging Markets Value Fund Class A 2.9 2.8 
 58.6  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Emerging Markets Funds 69.7% 
   Stocks 23.5% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.8% 


As of August 31, 2015 
   Emerging Markets Funds 75.9% 
   Stocks 18.1% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.0% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Percentages shown as 0.0% may reflect amounts less than 0.05%. 

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 22.9%   
 Shares Value 
CONSUMER DISCRETIONARY - 2.4%   
Auto Components - 0.1%   
Amtek Auto Ltd. (a) 104,060 $43,864 
CEAT Ltd. (a) 63,906 888,060 
FIEM Industries Ltd. (a) 6,200 66,013 
Gabriel India Ltd. (a) 101,598 112,911 
Gmb Korea Corp. 7,110 25,672 
HS Chemical 2,389 85,294 
JK Tyre & Industries Ltd. (a) 66,839 73,057 
MAHLE Metal Leve SA 23,500 145,721 
MRF Ltd. (a) 2,981 1,422,517 
Seoyon Co. Ltd. 10,757 101,981 
Seoyon E-Hwa Co., Ltd. 6,774 80,071 
Sewon Precision Industries Co. Ltd. 912 14,202 
Sri Trang Agro-Industry PCL NVDR 177,100 51,182 
Sungwoo Hitech Co. Ltd. 32,043 222,601 
Tianneng Power International Ltd. (a) 2,464,000 1,678,981 
TVS Srichakra Ltd. (a) 1,476 42,960 
Yoo Sung Enterprise 16,600 51,298 
  5,106,385 
Automobiles - 1.0%   
Brilliance China Automotive Holdings Ltd. 1,112,000 906,407 
Dongfeng Motor Group Co. Ltd. (H Shares) 4,182,000 4,876,639 
Geely Automobile Holdings Ltd. 5,000,000 1,851,364 
Great Wall Motor Co. Ltd. (H Shares) 889,000 638,915 
Hero Motocorp Ltd. (a) 187,366 6,867,477 
Hyundai Motor Co. 39,478 4,698,264 
Kia Motors Corp. 168,205 6,256,480 
Maruti Suzuki India Ltd. (a) 169,067 8,022,657 
Tofas Turk Otomobil Fabrikasi A/S 1,221,580 8,280,781 
  42,398,984 
Distributors - 0.1%   
Imperial Holdings Ltd. 531,440 4,025,655 
Diversified Consumer Services - 0.2%   
China Distance Education Holdings Ltd. ADR 7,571 95,395 
New Oriental Education & Technology Group, Inc. sponsored ADR 196,638 6,121,341 
  6,216,736 
Hotels, Restaurants & Leisure - 0.1%   
Central Plaza Hotel PCL unit 143,700 158,255 
China Lodging Group Ltd. ADR 21,809 610,652 
Sands China Ltd. 1,081,200 3,834,110 
  4,603,017 
Household Durables - 0.4%   
Coway Co. Ltd. 2,484 195,410 
Cyrela Brazil Realty SA 659,754 1,347,258 
Haier Electronics Group Co. Ltd. 3,983,500 5,951,141 
Kang Yong Electric PCL NVDR 5,000 39,562 
LG Electronics, Inc. 7,638 399,958 
MRV Engenharia e Participacoes SA 1,850,445 4,884,690 
Nien Made Enterprise Co. Ltd. 154,882 1,101,940 
Skyworth Digital Holdings Ltd. 3,982,000 2,247,476 
Vestel Elektonik Sanayi ve Ticaret A/S (a) 180,391 315,136 
Vestel White Goods A/S 224,279 837,316 
Wuxi Little Swan Co. Ltd. (B Shares) 242,975 577,913 
  17,897,800 
Internet & Catalog Retail - 0.1%   
Ctrip.com International Ltd. sponsored ADR (a) 36,065 1,475,780 
Vipshop Holdings Ltd. ADR (a) 123,000 1,366,530 
  2,842,310 
Leisure Products - 0.0%   
Merida Industry Co. Ltd. 160,000 731,627 
Media - 0.2%   
ABS CBN Broadcasting Corp. (depositary receipt) 190,800 216,955 
CJ Hellovision Co. Ltd. 18,856 179,524 
Dish TV India Ltd. (a) 989,013 982,415 
Eros International Media Ltd. (a) 52,897 99,000 
Hyundai HCN 154,083 406,530 
KT Skylife Co. Ltd. 6,226 74,095 
Megacable Holdings S.A.B. de CV unit 228,375 881,505 
Multiplus SA 18,600 123,211 
Naspers Ltd. Class N 36,000 4,276,078 
PVR Ltd. (a) 6,966 71,549 
Smiles SA 283,900 2,058,788 
  9,369,650 
Multiline Retail - 0.0%   
PT Matahari Department Store Tbk 215,300 297,462 
Specialty Retail - 0.0%   
Cashbuild Ltd. 3,812 68,947 
Net Turizm Ticaret Ve Snayi A/S (a) 896,496 429,329 
Padini Holdings Bhd 297,300 152,008 
Pou Sheng International (Holdings) Ltd. (a) 1,122,000 236,573 
PTG Energy PCL unit 258,400 100,779 
Super Group Ltd. (a) 38,982 102,540 
  1,090,176 
Textiles, Apparel & Luxury Goods - 0.2%   
361 Degrees International Ltd. 305,000 86,268 
Aksa Akrilik Kimya Sanayii 84,245 273,889 
Belle International Holdings Ltd. 1,671,000 1,087,067 
CECEP COSTIN New Materials Group Ltd. 741,000 67,640 
China Great Star International Ltd. (a) 66,524 108,154 
China Lilang Ltd. 137,000 83,313 
Cosmo Lady (China) Holdings Co. Ltd. 794,000 666,596 
ECLAT Textile Co. Ltd. 58,000 732,830 
Grendene SA 55,100 225,996 
Himatsingka Seide Ltd. (a) 120,769 261,706 
Huvis Corp. 14,320 90,815 
KPR Mill Ltd. 13,876 129,839 
Peak Sport Products Co. Ltd. 384,000 88,372 
RSWM Ltd. (a) 31,500 125,136 
TOPBI International Holdings Ltd. 43,000 161,698 
Trident Ltd. (a) 211,513 132,884 
Vaibhav Global Ltd. (a) 3,373 17,319 
Vardhman Textiles Ltd. 6,798 74,359 
Weiqiao Textile Co. Ltd. (H Shares) 483,500 207,621 
Welspun India Ltd. (a) 81,251 967,138 
XTEP International Holdings Ltd. 478,500 223,315 
  5,811,955 
TOTAL CONSUMER DISCRETIONARY  100,391,757 
CONSUMER STAPLES - 2.2%   
Beverages - 0.8%   
Ambev SA 1,618,739 7,110,995 
Compania Cervecerias Unidas SA sponsored ADR 5,787 112,904 
Embotelladora Andina SA sponsored ADR 3,860 68,283 
Fomento Economico Mexicano S.A.B. de CV:   
unit 89,000 834,087 
sponsored ADR 127,467 11,929,637 
Kweichow Moutai Co. Ltd. 29,989 983,359 
Pepsi-Cola Products Philippines, Inc. 1,114,100 73,898 
Radico Khaitan Ltd. (a) 51,099 71,324 
SABMiller PLC 212,954 12,383,593 
  33,568,080 
Food & Staples Retailing - 0.4%   
BGFretail Co. Ltd. 15,423 2,022,146 
C.P. ALL PCL (For. Reg.) 585,000 709,912 
China Resources Beer Holdings Co. Ltd. 300,000 485,983 
Clicks Group Ltd. 111,234 648,421 
Drogasil SA 285,400 3,270,101 
E-Mart Co. Ltd. 19,094 2,711,439 
Eurocash SA 115,653 1,439,221 
Grupo Comercial Chedraui S.A.B. de CV 256,952 677,599 
GS Retail Co. Ltd. 10,173 418,610 
O'Key Group SA GDR (Reg. S) 599,151 958,642 
Pick 'n Pay Holdings Ltd. 39,927 58,753 
Wal-Mart de Mexico SA de CV Series V 2,791,543 6,574,677 
  19,975,504 
Food Products - 0.8%   
Brasil Foods SA 317,900 4,069,196 
Britannia Industries Ltd. 78,707 3,180,649 
China Foods Ltd. (a) 586,000 210,199 
China Mengniu Dairy Co. Ltd. 4,219,000 6,064,299 
Daesang Holdings Co. Ltd. 4,590 49,441 
Gruma S.A.B. de CV Series B 448,856 7,212,395 
Grupo Herdez S.A.B. de CV 42,090 88,986 
Industrias Bachoco SA de CV Series B 49,399 198,713 
JBS SA 1,283,700 3,644,377 
JUHAYNA Food Industries 2,201,160 1,773,848 
M. Dias Branco SA 179,100 2,829,526 
Marfrig Global Foods SA (a) 301,400 469,114 
Pioneer Foods Ltd. 11,050 90,542 
SLC Agricola SA 19,200 87,978 
Tiger Brands Ltd. 258,864 4,769,114 
  34,738,377 
Household Products - 0.0%   
PT Unilever Indonesia Tbk 114,000 379,588 
Personal Products - 0.1%   
AMOREPACIFIC Corp. 5,700 1,690,139 
AMOREPACIFIC Group, Inc. 9,270 1,058,343 
Bajaj Corp. Ltd. (a) 14,049 78,623 
China King-highway Holdings Ltd. (a) 157,740 369,088 
Emami Ltd. 26,653 384,486 
Marico Ltd. 108,057 375,082 
  3,955,761 
Tobacco - 0.1%   
British American Tobacco (Malaysia) Bhd 5,100 67,943 
ITC Ltd. 661,034 2,865,401 
PT Gudang Garam Tbk 118,300 563,544 
  3,496,888 
TOTAL CONSUMER STAPLES  96,114,198 
ENERGY - 2.2%   
Energy Equipment & Services - 0.1%   
Ezion Holdings Ltd. 6,185,300 2,199,609 
Petrofac Ltd. 294,366 3,709,954 
  5,909,563 
Oil, Gas & Consumable Fuels - 2.1%   
Aegean Marine Petroleum Network, Inc. 66,185 474,546 
Bangchak Petroleum PCL:   
(For. Reg.) 520,100 448,739 
NVDR 570,600 492,311 
Bharat Petroleum Corp. Ltd. (a) 862,334 9,725,833 
Chennai Petroleum Corp. Ltd. (a) 48,872 123,461 
China Petroleum & Chemical Corp. (H Shares) 1,112,000 630,873 
CNOOC Ltd. 12,580,000 13,104,460 
Cosan Ltd. Class A 697,544 2,483,257 
Cosan SA Industria e Comercio 150,200 1,000,573 
Formosa Petrochemical Corp. 235,000 596,673 
Gazprom OAO sponsored ADR (Reg. S) 528,606 1,947,120 
Great Eastern Shipping Co. Ltd. 55,484 230,136 
Hindustan Petroleum Corp. Ltd. 327,293 3,301,242 
Indian Oil Corp. Ltd. (a) 438,495 2,363,649 
Ipek Dogal Enerji Kaynaklari Ve Uretim AS (a) 124,732 45,431 
IRPC PCL NVDR 15,493,900 1,904,132 
Kunlun Energy Co. Ltd. 366,000 261,629 
Lukoil PJSC sponsored ADR 184,155 6,537,503 
Navios Maritime Acquisition Corp. 29,789 50,641 
NOVATEK OAO GDR (Reg. S) 34,000 2,941,000 
Ophir Energy PLC (a) 1,416,949 1,533,370 
Petroleo Brasileiro SA - Petrobras (ON) (a) 509,000 931,666 
Petronas Dagangan Bhd 103,300 606,780 
Polish Oil & Gas Co. SA 975,843 1,219,010 
Polski Koncern Naftowy Orlen SA 283,078 4,529,702 
PT Adaro Energy Tbk 7,335,100 331,868 
PT Energi Mega Persada Tbk (a) 11,847,200 44,299 
PTT PCL NVDR 163,200 1,190,572 
S-Oil Corp. 25,518 1,626,537 
Sasol Ltd. 312,909 8,420,490 
SK Energy Co. Ltd. (a) 30,558 3,575,059 
Thai Oil PCL NVDR 627,100 1,117,308 
Tsakos Energy Navigation Ltd. 178,025 1,053,908 
Tullow Oil PLC (a) 529,041 1,244,424 
Tupras Turkiye Petrol Rafinelleri A/S (a) 431,315 11,040,524 
  87,128,726 
TOTAL ENERGY  93,038,289 
FINANCIALS - 5.3%   
Banks - 3.7%   
Abu Dhabi Commercial Bank PJSC (a) 172,009 318,444 
Agricultural Bank of China Ltd. (H Shares) 3,918,000 1,289,537 
Axis Bank Ltd. GDR (Reg. S) 167,501 4,757,028 
Banco Bradesco SA rights (a) 27,246 144,795 
Banco do Brasil SA 417,900 1,409,114 
Bangkok Bank PCL NVDR 67,100 304,059 
Bank of China Ltd. (H Shares) 22,800,000 8,557,282 
Bank Polska Kasa Opieki SA 170,008 6,337,103 
BS Financial Group, Inc. 12,340 85,725 
Capitec Bank Holdings Ltd. 35,800 1,069,398 
China Construction Bank Corp. (H Shares) 17,335,000 10,129,688 
Chinatrust Financial Holding Co. Ltd. 13,052,832 6,361,297 
Commercial International Bank SAE 646,237 2,752,473 
Commercial International Bank SAE sponsored GDR 250,000 891,250 
Credicorp Ltd. (United States) 91,902 10,774,590 
E.SUN Financial Holdings Co. Ltd. 2,900,000 1,500,557 
First Gulf Bank PJSC 1,905,771 6,615,369 
Grupo Financiero Banorte S.A.B. de CV Series O 2,170,983 10,971,068 
Grupo Financiero Inbursa S.A.B. de CV Series O 430,681 769,192 
Hana Financial Group, Inc. 224,544 3,777,442 
ICICI Bank Ltd. sponsored ADR 1,101,627 6,246,225 
Industrial & Commercial Bank of China Ltd. (H Shares) 4,591,000 2,271,070 
Kasikornbank PCL (For. Reg.) 403,500 1,964,289 
Komercni Banka A/S 6,800 1,268,425 
Krung Thai Bank PCL:   
(For. Reg.) 9,133,500 4,535,997 
NVDR 5,062,000 2,513,956 
Metropolitan Bank & Trust Co. 340,000 541,251 
OTP Bank PLC 503,568 10,510,280 
PT Bank Bukopin Tbk 246,400 10,042 
PT Bank Jabar Banten Tbk 1,012,800 69,681 
PT Bank Negara Indonesia (Persero) Tbk 8,141,200 3,089,784 
PT Bank Rakyat Indonesia Tbk 7,788,319 6,450,466 
PT Bank Tabungan Negara Tbk 7,212,400 895,347 
Public Bank Bhd 1,152,800 5,066,289 
Sberbank of Russia (a) 1,770,000 2,511,262 
Sberbank of Russia:   
sponsored ADR 115,123 705,934 
sponsored ADR (United Kingdom) 791,899 4,790,989 
Shinhan Financial Group Co. Ltd. 363,800 11,190,646 
Standard Bank Group Ltd. 548,759 3,776,090 
Standard Chartered PLC (Hong Kong) 603,550 3,495,725 
State Bank of Bikaner & Jaipur (a) 6,949 47,901 
Thanachart Capital PCL:   
(For. Reg.) 797,900 850,735 
NVDR 333,700 355,797 
TISCO Financial Group PCL NVDR 202,600 270,020 
Turkiye Garanti Bankasi A/S 214,727 530,976 
Turkiye Is Bankasi A/S Series C 1,203,804 1,835,049 
Turkiye Vakiflar Bankasi TAO 1,116,385 1,554,953 
Woori Bank 241,673 1,698,387 
  157,862,977 
Capital Markets - 0.1%   
Brait SA 139,571 1,356,393 
Cetip SA - Mercados Organizado 108,000 1,019,337 
Grupo Financiero Interacciones SA de CV 62,091 322,784 
KGI Securities Thailand PCL NVDR 1,850,900 183,844 
  2,882,358 
Consumer Finance - 0.1%   
Compartamos S.A.B. de CV 210,000 394,054 
Group Lease PCL NVDR 111,900 64,678 
Krungthai Card PCL NVDR 161,900 377,040 
Shriram Transport Finance Co. Ltd. 364,214 4,301,629 
Unifin Financiera SAPI de CV (a) 43,062 124,507 
  5,261,908 
Diversified Financial Services - 0.3%   
BM&F BOVESPA SA 328,800 951,465 
Far East Horizon Ltd. 4,507,000 3,331,844 
FirstRand Ltd. 2,087,392 5,831,490 
Fubon Financial Holding Co. Ltd. 2,074,000 2,461,397 
Haci Omer Sabanci Holding A/S 122,523 360,319 
JSE Ltd. 7,811 69,678 
  13,006,193 
Insurance - 0.9%   
Bajaj Finserv Ltd. 22,839 539,758 
BB Seguridade Participacoes SA 238,755 1,434,118 
Cathay Financial Holding Co. Ltd. 1,285,000 1,441,909 
China Pacific Insurance (Group) Co. Ltd. (H Shares) 877,000 2,835,743 
Dongbu Insurance Co. Ltd. 12,654 689,163 
Hyundai Fire & Marine Insurance Co. Ltd. 7,251 179,901 
Korean Reinsurance Co. 7,042 73,863 
Liberty Holdings Ltd. 524,339 4,064,718 
MMI Holdings Ltd. 1,607,972 2,366,155 
MNRB Holdings Bhd (a) 17,300 11,890 
People's Insurance Co. of China Group (H Shares) 4,492,000 1,622,839 
PICC Property & Casualty Co. Ltd. (H Shares) 2,582,000 3,897,208 
Ping An Insurance (Group) Co. of China Ltd. (H Shares) 521,500 2,205,868 
Porto Seguro SA 314,100 1,848,360 
Powszechny Zaklad Ubezpieczen SA 444,180 3,836,231 
Samsung Fire & Marine Insurance Co. Ltd. 18,152 4,437,694 
Sanlam Ltd. 1,687,335 5,670,281 
Tong Yang Life Insurance Co. Ltd. 7,490 62,548 
  37,218,247 
Real Estate Investment Trusts - 0.0%   
Akfen Gayrimenkul Yatirim Ortakligi A/S (a) 64,677 33,155 
FII BTG Pactual Corporate Office Fund 7,018 156,787 
Prologis Property Mexico SA 76,172 111,212 
  301,154 
Real Estate Management & Development - 0.2%   
Aldar Properties PJSC (a) 802,815 546,423 
Amata Corp. PCL NVDR 207,800 75,214 
Asian Property Development PCL NVDR 2,536,100 412,721 
Bangkok Land Co. NVDR 2,054,100 81,841 
Barwa Real Estate Co. (a) 38,013 384,202 
China Resources Land Ltd. 168,000 400,882 
China Vanke Co. Ltd. (H Shares) 764,000 1,720,904 
Dongwon Development Co. Ltd. 113,910 389,229 
Emaar Properties PJSC 579,342 922,707 
Etalon Group Ltd. GDR (Reg. S) 503,233 800,140 
Future Land Holdings Co. Ltd. (a) 152,250 306,405 
Guangzhou R&F Properties Co. Ltd. (H Shares) 351,200 414,502 
Housing Development and Infrastructure Ltd. (a) 540,178 486,283 
KSL Holdings Bhd 105,100 31,992 
LBS Bina Group Bhd 138,400 44,433 
Longfor Properties Co. Ltd. 194,000 238,196 
LPN Development PCL unit 292,100 102,448 
Preuksa Real Estate PCL NVDR 116,100 84,697 
PT Agung Podomoro Land Tbk (a) 8,921,400 216,830 
PT Lippo Cikarang Tbk (a) 264,100 120,970 
Sansiri PCL NVDR 1,850,200 86,177 
Shimao Property Holdings Ltd. 112,500 145,506 
United Development Co. (a) 129,727 778,505 
Yuzhou Properties Co. 281,000 61,778 
  8,852,985 
TOTAL FINANCIALS  225,385,822 
HEALTH CARE - 0.4%   
Biotechnology - 0.1%   
Medy-Tox, Inc. 6,800 2,444,257 
Health Care Equipment & Supplies - 0.2%   
Kossan Rubber Industries Bhd 58,800 90,892 
Mindray Medical International Ltd. sponsored ADR 244,341 6,792,680 
St.Shine Optical Co. Ltd. 4,000 71,478 
Supermax Corp. Bhd 291,300 198,818 
Top Glove Corp. Bhd 2,060,400 2,758,633 
  9,912,501 
Health Care Providers & Services - 0.0%   
Fleury SA 16,600 67,383 
Selcuk Ecza Deposu Tic A/S 122,624 99,252 
Thai Nakarin Hospital PCL NVDR 39,000 29,272 
  195,907 
Life Sciences Tools & Services - 0.0%   
Dishman Pharmaceuticals and Chemicals Ltd. 144,789 631,973 
Pharmaceuticals - 0.1%   
Abbott India Ltd. (a) 1,025 71,928 
Alembic Pharmaceuticals Ltd. (a) 9,710 87,989 
Aurobindo Pharma Ltd. 20,395 196,056 
Dawnrays Pharmaceutical Holdings Ltd. 184,000 124,905 
Dong Wha Pharm Co. Ltd. 10,710 66,538 
J.B. Chemicals & Pharmaceuticals Ltd. (a) 17,921 63,625 
Jiangsu Hengrui Medicine Co. Ltd. 237,951 1,632,691 
Lupin Ltd. 10,768 277,003 
PT Kalbe Farma Tbk 24,222,584 2,354,873 
  4,875,608 
TOTAL HEALTH CARE  18,060,246 
INDUSTRIALS - 1.3%   
Air Freight & Logistics - 0.0%   
Guangdong Yueyun Transportation Co. Ltd. 118,500 73,129 
Airlines - 0.2%   
Avianca Holding SA sponsored ADR 115,122 569,854 
Cebu Air, Inc. 267,110 466,838 
China Southern Airlines Ltd. (H Shares) 2,882,000 1,615,510 
Controladora Vuela Compania de Aviacion S.A.B. de CV ADR (a) 61,178 1,196,642 
Copa Holdings SA Class A 600 36,636 
Grupo Aeromexico S.A.B. de CV (a) 295,290 624,946 
Turk Hava Yollari AO (a) 1,825,339 4,506,174 
  9,016,600 
Building Products - 0.1%   
China Liansu Group Holdings Ltd. 6,276,000 3,574,505 
Ege Seramik Sanayi ve Ticaret A/S 36,353 52,351 
National Central Cooling Co. (a) 400,837 125,499 
Sintex Industries Ltd. (a) 105,856 100,649 
Vanachai Group PCL NVDR 692,600 248,745 
  4,101,749 
Commercial Services & Supplies - 0.2%   
Blue Label Telecoms Ltd. 139,444 118,547 
KEPCO Plant Service & Engineering Co. Ltd. 17,000 976,606 
Prosegur Compania de Seguridad SA (Reg.) 1,314,086 6,561,536 
  7,656,689 
Construction & Engineering - 0.0%   
Gadang Holdings Bhd 131,400 64,684 
Gamuda Bhd 963,000 1,016,818 
Hyundai Industrial Development & Construction Co. 17,758 564,522 
Kolon Global Corp. (a) 6,220 67,500 
Murray & Roberts Holdings Ltd. 128,238 72,491 
PT Petrosea Tbk 99,700 2,222 
Sunway Construction Group Bhd (a) 654,100 217,774 
Syntec Construction PCL NVDR 991,200 78,428 
Uem Edgenta Bhd 109,500 88,537 
United Integration Services Co. Ltd. 91,000 135,921 
Wilson Bayly Holmes-Ovcon Ltd. 10,277 79,662 
  2,388,559 
Electrical Equipment - 0.1%   
China High Speed Transmission Equipment Group Co. Ltd. (a) 93,000 61,338 
China Ming Yang Wind Power Group Ltd. ADR (a) 138,706 331,507 
DONGYANG E&P, Inc. 21,665 221,126 
Harbin Electric Machinery Co. Ltd.(H Shares) 330,000 111,583 
Korea Electric Terminal Co. Ltd. 2,697 189,753 
TECO Electric & Machinery Co. Ltd. 4,762,000 3,896,586 
  4,811,893 
Industrial Conglomerates - 0.4%   
Alliance Global Group, Inc. 4,090,000 1,240,177 
Beijing Enterprises Holdings Ltd. 838,500 3,897,092 
CITIC Pacific Ltd. 62,000 84,335 
CJ Corp. 13,592 2,610,061 
Hanwha Corp. 25,480 696,930 
Hong Leong Industries Bhd 11,800 17,258 
KAP Industrial Holdings Ltd. 539,430 205,669 
Mannai Corp. (a) 9,621 257,370 
Reunert Ltd. 18,601 73,733 
San Miguel Corp. 213,760 336,687 
Turk Sise ve Cam Fabrikalari A/S 5,546,688 6,322,717 
  15,742,029 
Machinery - 0.1%   
PT United Tractors Tbk 2,271,500 2,637,230 
Shanghai Shangling Electric Appliances Co. Ltd. (B Shares) 236,706 535,429 
Sinotruk Hong Kong Ltd. 352,000 127,168 
  3,299,827 
Marine - 0.0%   
MISC Bhd 676,400 1,407,491 
Regional Container Lines PCL NVDR 708,500 112,318 
Shipping Corp. of India Ltd. (a) 202,553 164,525 
  1,684,334 
Trading Companies & Distributors - 0.1%   
Barloworld Ltd. 790,612 3,244,060 
PT AKR Corporindo Tbk 697,500 426,418 
  3,670,478 
Transportation Infrastructure - 0.1%   
Celebi Hava Servisi A/S 23,512 270,394 
Cosco International Holdings Ltd. 380,000 189,071 
DP World Ltd. 40,200 682,194 
Grupo Aeroportuario del Pacifico S.A.B. de CV Series B 93,667 740,553 
OHL Mexico S.A.B. de CV (a) 889,309 1,036,955 
TAV Havalimanlari Holding A/S 27,563 162,209 
  3,081,376 
TOTAL INDUSTRIALS  55,526,663 
INFORMATION TECHNOLOGY - 5.4%   
Electronic Equipment & Components - 0.6%   
AU Optronics Corp. 995,000 270,438 
CalComp Electronics PCL (depositary receipt) 2,246,265 228,404 
Coretronic Corp. 109,250 107,143 
Delta Electronics PCL NVDR 141,700 323,039 
Delta Electronics, Inc. 974,683 3,943,770 
Dk Uil Co. Ltd. 8,414 76,035 
Elite Material Co. Ltd. 48,000 87,362 
Giantplus Technology Co. Ltd. (a) 106,000 63,936 
Hollysys Automation Technologies Ltd. 291,546 5,483,980 
Hon Hai Precision Industry Co. Ltd. (Foxconn) 2,398,667 5,628,472 
Hon Hai Precision Industry Co. Ltd. (Foxconn) GDR (Reg. S) 286,860 1,352,545 
Innolux Corp. 4,751,039 1,380,676 
INTOPS Co. Ltd. 21,141 332,622 
INZI Display Co. Ltd. 77,468 111,258 
KCE Electronics PCL NVDR 51,500 122,825 
LG Display Co. Ltd. 199,952 3,982,882 
PAX Global Technology Ltd. 1,510,000 1,589,974 
Samsung Electro-Mechanics Co. Ltd. 9,984 436,610 
Sunny Optical Technology Group Co. Ltd. 672,000 1,555,146 
SVI PCL NVDR (a) 752,300 112,929 
V.S. Industry Bhd 379,500 114,617 
  27,304,663 
Internet Software & Services - 0.7%   
58.com, Inc. ADR (a) 37,000 1,961,000 
Alibaba Group Holding Ltd. sponsored ADR (a) 23,500 1,617,035 
Baidu.com, Inc. sponsored ADR (a) 50,600 8,775,052 
Mail.Ru Group Ltd. GDR (Reg. S) (a) 33,000 681,450 
NetEase, Inc. sponsored ADR 41,721 5,616,064 
Tencent Holdings Ltd. 375,500 6,870,720 
Yandex NV (a) 203,777 2,632,799 
  28,154,120 
IT Services - 0.7%   
Advanced Information Technology PCL NVDR 117,100 94,462 
Cielo SA 705,900 5,451,298 
CSU Cardsystem SA 20,600 13,543 
Datasonic Group Bhd 341,500 115,322 
HCL Technologies Ltd. 781,985 9,324,086 
Infosys Ltd. sponsored ADR 653,830 10,997,421 
MindTree Consulting Ltd. 17,652 369,151 
Sonata Software Ltd. (a) 37,789 70,725 
TravelSky Technology Ltd. (H Shares) 803,000 1,209,964 
WNS Holdings Ltd. sponsored ADR (a) 36,909 1,051,907 
  28,697,879 
Semiconductors & Semiconductor Equipment - 1.7%   
Advanced Semiconductor Engineering, Inc. 400,000 452,470 
ChipMOS TECHNOLOGIES (Bermuda) Ltd. 15,719 271,624 
e-LITECOM Co. Ltd. 5,224 63,646 
eMemory Technology, Inc. 240,000 2,519,780 
Forhouse Corp. 193,000 53,648 
Hermes Microvision, Inc. 101,000 2,509,732 
KC Tech Co. Ltd. 8,217 88,508 
Malaysian Pacific Industries BHD 69,800 131,632 
SK Hynix, Inc. 728,927 17,643,939 
Taiwan Semiconductor Manufacturing Co. Ltd. 7,871,000 35,204,839 
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR 426,196 10,036,916 
Unisem (M) Bhd 561,700 304,560 
Vanguard International Semiconductor Corp. 656,000 1,008,441 
Win Semiconductors Corp. 84,000 136,711 
  70,426,446 
Software - 0.1%   
Asseco Poland SA 106,083 1,516,382 
CD Projekt RED SA (a) 15,537 89,459 
Changyou.com Ltd. (A Shares) ADR (a) 8,159 144,170 
Geometric Ltd. (a) 55,619 118,161 
KPIT Cummins Infosystems Ltd. (a) 43,748 85,822 
Logo Yazilim Sanayi Ve Ticar 5,657 85,814 
Majesco Ltd. (a) 19,255 128,183 
NCSOFT Corp. 5,800 1,123,129 
NIIT Technologies Ltd. 31,069 191,115 
Nucleus Software Exports Ltd. (a) 38,368 85,225 
OnMobile Global Ltd. (a) 134,042 207,042 
Oracle Finance Services Software Ltd. (a) 1,807 85,237 
RS Software (India) Ltd. (a) 45,510 41,670 
Sasken Communication Technologies Ltd. 1,373 4,824 
TAKE Solutions Ltd. 41,485 85,731 
Totvs SA 219,302 1,720,316 
Zensar Technologies Ltd. 6,145 75,946 
  5,788,226 
Technology Hardware, Storage & Peripherals - 1.6%   
Advantech Co. Ltd. 257,000 1,778,226 
Casetek Holdings 675,000 3,675,431 
Catcher Technology Co. Ltd. 269,000 2,104,028 
Chicony Electronics Co. Ltd. 2,114,010 4,610,744 
Compal Electronics, Inc. 6,050,000 3,549,081 
Getac Technology Corp. 145,000 91,822 
Inventec Corp. 425,000 304,293 
JCY International Bhd 435,600 69,406 
Micro-Star International Co. Ltd. 112,000 150,104 
Mobase Co. Ltd. 5,212 31,624 
Pegatron Corp. 2,109,000 5,012,214 
Samsung Electronics Co. Ltd. 49,497 47,045,103 
  68,422,076 
TOTAL INFORMATION TECHNOLOGY  228,793,410 
MATERIALS - 1.2%   
Chemicals - 0.5%   
Alpek SA de CV 753,106 1,123,636 
Chambal Fertilizers & Chemicals Ltd. (a) 137,997 109,459 
Ciech SA (a) 10,040 184,734 
Formosa Chemicals & Fibre Corp. 69,000 155,266 
GHCL Ltd. 62,886 91,372 
Gujarat Alkalies and Chemicals Ltd. 12,912 27,460 
Hanwha Chemical Corp. 62,519 1,208,114 
Hyosung Corp. 1,793 180,834 
Indorama Ventures PCL 609,200 367,503 
Jindal Poly Films Ltd. (a) 13,777 76,000 
Korea Petro Chemical Industries Co. Ltd. 9,900 1,917,064 
Kunsul Chemical Industrial Co. Ltd. 2,980 88,241 
LG Chemical Ltd. 15,280 3,698,579 
Lotte Chemical Corp. 15,515 3,999,566 
Petronas Chemicals Group Bhd 97,100 155,868 
PTT Global Chemical PCL NVDR 1,307,500 1,971,889 
Sinopec Shanghai Petrochemical Co. Ltd. (H Shares) (a) 3,482,000 1,477,311 
Soda Sanayii AS 557,817 955,672 
Taekwang Industrial Co. Ltd. 168 137,583 
Tata Chemicals Ltd. (a) 119,907 555,628 
Tikkurila Oyj 177,809 2,862,757 
Zaklady Azotowe w Tarnowie-Moscicach SA (a) 9,479 222,963 
  21,567,499 
Construction Materials - 0.1%   
Adana Cimento Class A 26,830 58,724 
BBMG Corp. (H Shares) 1,000,000 560,552 
Cimsa Cimento Sanayi Ve Ticaret A/S 47,041 246,695 
Eternit SA 123,800 55,494 
Hanil Cement Co. Ltd. 437 31,839 
Siam Cement PCL NVDR unit 188,200 2,334,018 
Tipco Asphalt NVDR 2,803,300 1,801,223 
  5,088,545 
Containers & Packaging - 0.2%   
AMVIG Holdings Ltd. 5,416,000 2,130,735 
Bio Pappel S.A.B. de CV (a) 62,092 61,613 
Greatview Aseptic Pack Co. Ltd. 9,392,000 3,900,227 
Mpact Ltd. 120,835 339,249 
Nampak Ltd. 1,426,130 1,590,780 
Nilkamal Ltd. (a) 14,200 203,241 
Uflex Ltd. (a) 67,040 131,318 
  8,357,163 
Metals & Mining - 0.3%   
First Quantum Minerals Ltd. 419,147 1,527,269 
Gold Fields Ltd. sponsored ADR 7,987 34,104 
Grupo Mexico SA de CV Series B 418,000 879,575 
Harmony Gold Mining Co. Ltd. (a) 57,722 187,003 
Husteel Co. Ltd. 4,203 51,037 
Inner Mongolia Eerduosi Resourses Co. Ltd. (B Shares) 292,724 246,181 
KISCO Corp. 3,180 96,216 
Magnitogorsk Iron & Steel Works OJSC sponsored GDR (Reg. S) 22,587 73,408 
MMC Norilsk Nickel PJSC sponsored ADR 33,000 399,300 
National Aluminium Co. Ltd. 294,505 142,060 
Padaeng Industry PCL unit 128,300 41,399 
POSCO 8,900 1,432,121 
Sarda Energy & Minerals Ltd. (a) 6,632 7,609 
Sibanye Gold Ltd. 206,056 745,935 
Sibanye Gold Ltd. ADR 193,207 2,776,385 
Srikalahasthi Pipes Ltd. (a) 35,925 103,922 
Ternium SA sponsored ADR 147,876 2,212,225 
  10,955,749 
Paper & Forest Products - 0.1%   
Asia Paper Manufacturing Co. Ltd. 5,850 78,589 
Empresas CMPC SA 289,000 655,239 
Evergreen Fibreboard Bhd 405,300 112,771 
Fibria Celulose SA 125,900 1,379,537 
HeveaBoard Bhd 346,800 110,514 
Nine Dragons Paper (Holdings) Ltd. 1,200,000 800,715 
PT Indah Kiat Pulp & Paper Tbk 185,700 12,290 
Sappi Ltd. (a) 472,382 1,923,703 
Tamil Nadu Newsprint & Papers Ltd. (a) 85,567 239,683 
WTK Holdings Bhd 36,800 12,165 
  5,325,206 
TOTAL MATERIALS  51,294,162 
TELECOMMUNICATION SERVICES - 1.5%   
Diversified Telecommunication Services - 0.6%   
Axtel S.A.B. de CV unit (a) 1,211,141 508,372 
China Telecom Corp. Ltd. (H Shares) 13,044,000 6,255,311 
China Unicom Ltd. 9,274,000 10,659,154 
KT Corp. (a) 143,759 3,348,684 
LG Telecom Ltd. 53,107 456,343 
PT Telkomunikasi Indonesia Tbk:   
Series B 12,343,400 2,991,402 
sponsored ADR 29,732 1,458,355 
Telkom SA Ltd. 385,817 1,312,478 
  26,990,099 
Wireless Telecommunication Services - 0.9%   
America Movil S.A.B. de CV Series L 1,500,000 1,020,960 
China Mobile Ltd. 2,456,500 26,209,621 
Far EasTone Telecommunications Co. Ltd. 350,000 731,777 
Globe Telecom, Inc. 56,345 2,097,662 
Intouch Holdings PCL NVDR 392,000 640,685 
MTN Group Ltd. 789,832 6,640,122 
SK Telecom Co. Ltd. 3,300 620,759 
TIM Participacoes SA 227,700 394,097 
  38,355,683 
TOTAL TELECOMMUNICATION SERVICES  65,345,782 
UTILITIES - 1.0%   
Electric Utilities - 0.5%   
CESC Ltd. GDR (a) 715,072 4,583,674 
ENEA SA 151,910 420,599 
Energias do Brasil SA 1,148,196 3,639,983 
Enersis SA sponsored ADR 176,677 2,233,197 
Equatorial Energia SA 17,200 164,009 
Korea Electric Power Corp. 52,706 2,495,003 
Light SA 510,900 1,030,566 
Polska Grupa Energetyczna SA 166,501 539,359 
Tauron Polska Energia SA 428,174 271,186 
Tenaga Nasional Bhd 2,380,500 7,427,386 
Torrent Power Ltd. (a) 84,171 281,064 
  23,086,026 
Gas Utilities - 0.0%   
Aygaz A/S 198,000 711,161 
Daesung Energy Co. Ltd. 22,060 107,506 
E1 Corp. 2,117 95,995 
Indraprastha Gas Ltd. (a) 24,429 182,076 
  1,096,738 
Independent Power and Renewable Electricity Producers - 0.4%   
Aboitiz Power Corp. 5,523,500 4,995,459 
Benpres Holdings Corp. 940,100 104,917 
China Resources Power Holdings Co. Ltd. 2,492,242 4,030,882 
Guangdong Electric Power Development Co. Ltd. (B Shares) 779,640 437,029 
Huadian Power International Corp. Ltd. (H Shares) 1,378,000 747,637 
Huaneng Renewables Corp. Ltd. (H Shares) 4,850,000 1,122,389 
JSW Energy Ltd. (a) 86,714 78,507 
PNOC Energy Development Corp. 36,975,500 4,437,994 
  15,954,814 
Multi-Utilities - 0.0%   
YTL Corp. Bhd 2,324,900 868,036 
Water Utilities - 0.1%   
Beijing Enterprises Water Group Ltd. 680,000 356,696 
Companhia de Saneamento Basico do Estado de Sao Paulo (SABESP) 190,000 1,069,816 
CT Environmental Group Ltd. 4,920,000 1,378,957 
  2,805,469 
TOTAL UTILITIES  43,811,083 
TOTAL COMMON STOCKS   
(Cost $1,139,214,481)  977,761,412 
Nonconvertible Preferred Stocks - 0.6%   
FINANCIALS - 0.5%   
Banks - 0.5%   
Banco Bradesco SA (PN) 1,141,698 6,067,372 
Itau Unibanco Holding SA 2,219,424 14,038,767 
  20,106,139 
MATERIALS - 0.1%   
Chemicals - 0.1%   
Braskem SA (PN-A) 100,000 635,031 
Sociedad Quimica y Minera de Chile SA (PN-B) 72,447 1,282,552 
  1,917,583 
Metals & Mining - 0.0%   
Metalurgica Gerdau SA (PN) 143,600 43,271 
TOTAL MATERIALS  1,960,854 
TELECOMMUNICATION SERVICES - 0.0%   
Diversified Telecommunication Services - 0.0%   
Telefonica Brasil SA 30,300 288,244 
UTILITIES - 0.0%   
Electric Utilities - 0.0%   
Companhia Energetica de Minas Gerais (CEMIG):   
(PN) 528,941 773,215 
(PN) sponsored ADR (non-vtg.) 128,801 193,202 
Companhia Energetica do Ceara 3,383 26,369 
Companhia Paranaense de Energia-Copel (PN-B) 21,700 124,994 
Eletropaulo Metropolitana SA (PN-B) (a) 31,000 55,970 
  1,173,750 
Independent Power and Renewable Electricity Producers - 0.0%   
Companhia Energetica de Sao Paulo Series B 76,800 260,109 
TOTAL UTILITIES  1,433,859 
TOTAL NONCONVERTIBLE PREFERRED STOCKS   
(Cost $38,915,917)  23,789,096 
Equity Funds - 69.7%   
Diversified Emerging Markets Funds - 69.7%   
Aberdeen Emerging Markets Fund Institutional Service Class 29,663,374 322,737,508 
Brandes Emerging Markets Value Fund Class A 19,926,490 124,142,034 
Causeway Emerging Markets Fund - Investor Class 31,581,503 281,075,378 
Fidelity Emerging Markets Fund (b) 21,191,393 426,794,645 
Fidelity SAI Emerging Markets Index Fund (a)(b) 6,000,000 57,900,000 
GMO Emerging Markets Fund Class IV 18,425,131 139,109,738 
Goldman Sachs Emerging Markets Equity Fund Institutional Shares 817,123 11,709,378 
Invesco Developing Markets Fund Class R5 1,650,510 39,265,628 
iShares Core MSCI Emerging Markets ETF 3,326,277 123,005,723 
iShares MSCI China ETF 5,058,625 193,998,269 
iShares MSCI India ETF 450,000 10,809,000 
iShares MSCI South Korea Index ETF 2,343,845 109,293,492 
Lazard Emerging Markets Equity Portfolio Institutional Class 24,338,369 312,017,893 
Matthews Pacific Tiger Fund Investor Class 113 2,424 
Morgan Stanley Institutional Fund, Inc. Frontier Emerging Markets Portfolio Class A 1,429,763 23,033,476 
Oppenheimer Developing Markets Fund Class I 7,673,142 214,157,399 
Parametric Emerging Markets Fund Investor Class 16,039,011 177,872,637 
SPDR S&P China ETF 1,201,240 75,930,380 
T. Rowe Price Emerging Markets Stock Fund Class I 11,587,325 305,789,505 
Wasatch Frontier Emerging Small Countries Fund 10,208,708 26,236,378 
TOTAL DIVERSIFIED EMERGING MARKETS FUNDS  2,974,880,885 
Sector Funds - 0.0%   
RS Global Natural Resources Fund Class A (a) 74 1,094 
TOTAL EQUITY FUNDS   
(Cost $3,783,635,854)  2,974,881,979 
 Principal Amount  Value  
U.S. Treasury Obligations - 0.6%   
U.S. Treasury Bills, yield at date of purchase 0.17% to 0.31% 3/3/16 to 4/28/16 (c)   
(Cost $24,753,403) $24,760,000 24,753,260 
 Shares  
Money Market Funds - 6.1%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (d)   
(Cost $259,714,946) 259,714,946 259,714,946 
TOTAL INVESTMENT PORTFOLIO - 99.9%   
(Cost $5,246,234,601)  4,260,900,693 
NET OTHER ASSETS (LIABILITIES) - 0.1%  4,191,094 
NET ASSETS - 100%  $4,265,091,787 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/(Depreciation) 
Purchased    
Equity Index Contracts    
6,305 ICE E-mini MSCI Emerging Markets Index Contracts (United States) March 2016 $233,947,025 $6,553,372 

The face value of futures purchased as a percentage of Net Assets is 5.5%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Non-income producing

 (b) Affiliated Fund

 (c) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $11,953,004.

 (d) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Emerging Markets Fund $160,827,978 $368,486,467 $3,829,317 $2,183,790 $426,794,645 
Fidelity SAI Emerging Markets Index Fund -- 60,000,000 -- -- 57,900,000 
Total $160,827,978 $428,486,467 $3,829,317 $2,183,790 $484,694,645 

Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $100,391,757 $96,557,647 $3,834,110 $-- 
Consumer Staples 96,114,198 96,114,198 -- -- 
Energy 93,038,289 70,882,466 22,155,823 -- 
Financials 245,491,961 204,324,351 40,861,205 306,405 
Health Care 18,060,246 18,060,246 -- -- 
Industrials 55,526,663 55,526,663 -- -- 
Information Technology 228,793,410 182,012,061 46,781,349 -- 
Materials 53,255,016 50,889,957 2,365,059 -- 
Telecommunication Services 65,634,026 15,164,284 50,469,742 -- 
Utilities 45,244,942 42,749,939 2,495,003 -- 
Equity Funds 2,974,881,979 2,974,881,979 -- -- 
Other Short-Term Investments 24,753,260 -- 24,753,260 -- 
Money Market Funds 259,714,946 259,714,946 -- -- 
Total Investments in Securities: $4,260,900,693 $4,066,878,737 $193,715,551 $306,405 
Derivative Instruments:     
Assets     
Futures Contracts $6,553,372 $6,553,372 $-- $-- 
Total Assets $6,553,372 $6,553,372 $-- $-- 
Total Derivative Instruments: $6,553,372 $6,553,372 $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $6,553,372 $0 
Total Equity Risk 6,553,372 
Total Value of Derivatives $6,553,372 $0 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $4,661,208,400) 
$3,776,206,048  
Affiliated issuers (cost $585,026,201) 484,694,645  
Total Investments (cost $5,246,234,601)  $4,260,900,693 
Cash  149,174 
Foreign currency held at value (cost $1,730,698)  1,730,188 
Receivable for investments sold  11,200,116 
Receivable for fund shares sold  2,014,730 
Dividends receivable  2,810,127 
Interest receivable  34,694 
Receivable for daily variation margin for derivative instruments  2,049,125 
Prepaid expenses  764 
Other receivables  69,373 
Total assets  4,280,958,984 
Liabilities   
Payable for investments purchased $11,543,494  
Payable for fund shares redeemed 3,001,623  
Accrued management fee 434,828  
Other affiliated payables 438,163  
Other payables and accrued expenses 449,089  
Total liabilities  15,867,197 
Net Assets  $4,265,091,787 
Net Assets consist of:   
Paid in capital  $5,556,993,181 
Distributions in excess of net investment income  (4,795,969) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (308,195,675) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  (978,909,750) 
Net Assets, for 596,514,865 shares outstanding  $4,265,091,787 
Net Asset Value, offering price and redemption price per share ($4,265,091,787 ÷ 596,514,865 shares)  $7.15 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $63,315,422 
Affiliated issuers  2,183,790 
Interest  72,214 
Income before foreign taxes withheld  65,571,426 
Less foreign taxes withheld  (2,437,071) 
Total income  63,134,355 
Expenses   
Management fee $15,162,044  
Transfer agent fees 3,449,701  
Accounting fees and expenses 1,482,005  
Custodian fees and expenses 435,212  
Independent trustees' compensation 43,933  
Registration fees 388,665  
Audit 48,033  
Legal 25,058  
Miscellaneous 141,225  
Total expenses before reductions 21,175,876  
Expense reductions (10,992,793) 10,183,083 
Net investment income (loss)  52,951,272 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (net of foreign taxes of $28,545) (204,095,172)  
Affiliated issuers (476,468)  
Foreign currency transactions (1,474,735)  
Futures contracts (41,328,036)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 9,107,604  
Total net realized gain (loss)  (238,266,807) 
Change in net unrealized appreciation (depreciation) on:
Investment securities (net of decrease in deferred foreign taxes of $493,258) 
(916,304,712)  
Assets and liabilities in foreign currencies (112,776)  
Futures contracts 3,741,992  
Total change in net unrealized appreciation (depreciation)  $(912,675,496) 
Net gain (loss)  (1,150,942,303) 
Net increase (decrease) in net assets resulting from operations  $(1,097,991,031) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $52,951,272 $22,721,347 
Net realized gain (loss) (238,266,807) 4,188,183 
Change in net unrealized appreciation (depreciation) (912,675,496) 51,474,703 
Net increase (decrease) in net assets resulting from operations (1,097,991,031) 78,384,233 
Distributions to shareholders from net investment income (57,309,471) (23,752,352) 
Share transactions   
Proceeds from sales of shares 4,490,843,655 340,607,204 
Reinvestment of distributions 57,251,282 23,727,708 
Cost of shares redeemed (689,240,227) (338,061,158) 
Net increase (decrease) in net assets resulting from share transactions 3,858,854,710 26,273,754 
Total increase (decrease) in net assets 2,703,554,208 80,905,635 
Net Assets   
Beginning of period 1,561,537,579 1,480,631,944 
End of period (including distributions in excess of net investment income of $4,795,969 and distributions in excess of net investment income of $348,540, respectively) $4,265,091,787 $1,561,537,579 
Other Information   
Shares   
Sold 508,889,561 35,110,168 
Issued in reinvestment of distributions 7,396,806 2,579,098 
Redeemed (84,647,686) (34,388,190) 
Net increase (decrease) 431,638,681 3,301,076 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund

Years ended February 28, 2016 A 2015 2014 2013 2012 A 
Selected Per–Share Data      
Net asset value, beginning of period $9.47 $9.16 $9.98 $9.84 $10.06 
Income from Investment Operations      
Net investment income (loss)B .10 .14 .12 .12 .16 
Net realized and unrealized gain (loss) (2.32) .32 (.81) .23 (.18) 
Total from investment operations (2.22) .46 (.69) .35 (.02) 
Distributions from net investment income (.10) (.15) (.13) (.12) (.15) 
Distributions from net realized gain – – – (.09) (.05) 
Total distributions (.10) (.15) (.13) (.21) (.20) 
Net asset value, end of period $7.15 $9.47 $9.16 $9.98 $9.84 
Total ReturnC (23.49)% 5.04% (6.96)% 3.63% .11% 
Ratios to Average Net AssetsD      
Expenses before reductions .50% .46% .46% .36% .28% 
Expenses net of fee waivers, if any .25% .21% .21% .11% .03% 
Expenses net of all reductions .24% .21% .21% .10% .02% 
Net investment income (loss) 1.25% 1.45% 1.21% 1.27% 1.65% 
Supplemental Data      
Net assets, end of period (000 omitted) $4,265,092 $1,561,538 $1,480,632 $1,898,102 $1,905,091 
Portfolio turnover rateE 41% 13% 21% 26%F 11% 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 D Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. Fees and expenses of the Underlying Funds are not included in the Fund's annualized ratios. The Fund indirectly bears its proportionate share of the expenses of the Underlying Funds.

 E Amount does not include the portfolio activity of any Underlying Funds.

 F Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Emerging Markets Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is offered exclusively to clients of Strategic Advisers, Inc. (Strategic Advisers), an affiliate of Fidelity Management & Research Company (FMR).

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on capital gains by certain countries in which it invests. An estimated deferred tax liability for net unrealized appreciation on the applicable securities is included in Other payables and accrued expenses on the Statement of Assets & Liabilities.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, futures contracts, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $38,845,596 
Gross unrealized depreciation (1,030,849,715) 
Net unrealized appreciation (depreciation) on securities $(992,004,119) 
Tax Cost $5,252,904,812 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(294,970,042) 
Net unrealized appreciation (depreciation) on securities and other investments $(992,132,766) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term (143,672,166) 
Long-term (151,297,876) 
Total capital loss carryforward $(294,970,042) 

The Fund intends to elect to defer to its next fiscal year $295,967 of ordinary losses recognized during the period November 1, 2015 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $57,309,471 $ 23,752,352 

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $(41,328,036) and a change in net unrealized appreciation (depreciation) of $3,741,992 related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities, aggregated $5,228,839,009 and $1,616,129,694, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .25% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.20% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .36% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. Acadian Asset Management LLC, FIAM LLC (FIAM) (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, M&G Investments Management Limited and Somerset Capital Management LLP each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. The Fund does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .08% of average net assets.

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $1,160.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $4,623 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .25% of the Fund's average net assets until September 30, 2018. During the period, this waiver reduced the Fund's management fee by $10,571,319.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $411,542 for the period.

In addition, through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's expenses by $1,238.

In addition, during the period the investment adviser reimbursed and/or waived a portion of operating expenses in the amount of $8,694.

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

9. 

At the end of the period, Fidelity Emerging Markets Fund and Fidelity SAI Emerging Markets Index Fund were the owners of record of approximately 14% and 25%, respectively of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Emerging Markets Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Emerging Markets Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Emerging Markets Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 15, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-3455.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Actual .27% $1,000.00 $914.80 $1.29 
Hypothetical-C  $1,000.00 $1,023.52 $1.36 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

The fund designates 1% of the dividends distributed during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

The fund designates 83% of the dividends distributed in during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 Pay Date Income Taxes 
Strategic Advisers Emerging Markets 12/30/2015 $0.1224 $0.0194 

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Emerging Markets Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Acadian Asset Management, LLC (Acadian) and Pyramis Global Advisors, LLC (Pyramis) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, Acadian and Pyramis (collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than five years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2014, the cumulative total returns of the fund and the cumulative total returns of an appropriate benchmark index and peer group. The box within each chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Emerging Markets Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the fund was in the second quartile for the one- and three-year periods ended December 31, 2014. The Board also noted that the fund had out-performed 59% and 56% of its peers for the one- and three-year periods, respectively, ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown and higher than its benchmark for the three-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' proposal to extend the 0.25% management fee waiver through September 30, 2018 and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.20%. In considering the fund's management fee and management fee waiver and comparisons to other registered investment companies with investment objectives similar to those of the fund, the Board noted that shares of the fund are offered only to clients that participate in the Fidelity Portfolio Advisory Service managed account program.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Emerging Markets Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type. The Board noted that the fund's total expenses were below the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that certain of the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees under such contracts would accrue directly to the fund. The Board also took into consideration that Strategic Advisers has agreed to waive 0.25% of its management fee through September 30, 2018.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

SAE-ANN-0416
1.918359.105


Strategic Advisers® International II Fund

Offered exclusively to certain clients of Strategic Advisers, Inc. - not available for sale to the general public



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-3455 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Past 5 years Life of fundA 
Strategic Advisers® International II Fund (11.70)% 1.84% 0.23% 

 A From March 8, 2007.


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® International II Fund on March 8, 2007, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE Index performed over the same period.


Period Ending Values

$10,213Strategic Advisers® International II Fund

$9,736MSCI EAFE Index

Management's Discussion of Fund Performance

Market Recap:  International equities suffered a setback for the year ending February 29, 2016, held back by a collapse in commodity prices that affected resources-related sectors and geographies in particular. The non-U.S. developed-markets MSCI EAFE Index returned -15.04% for the 12 months, hurt also by concerns about global economic growth. Stocks in developing markets fell further, with the MSCI Emerging Markets Index returning -23.13%. Commodity producers were pressured for much of the year, largely related to economic deceleration in China, the world's second-largest economy and a leading consumer of raw materials. Effects were exacerbated by U.S. dollar strength relative to global currencies, weighing on commodities priced in dollars and acutely affecting the equity returns of resources-related areas. Among regions within the MSCI EAFE Index, net energy consumer Japan (-10%) fared best; Asia Pacific ex Japan (-19%), worst. At the country level, only Denmark (+5%) and Israel (+3%) managed a gain, with several notching declines of greater than 20%. As for sectors, consumer staples (-2%) and telecommunication services (-6%) lost the least, whereas materials (-29%), financials (-22%) and energy (-21%) lost the most. Among emerging-markets countries, Hungary (+27%) proved the sole gainer. Meanwhile, Greece (-68%), Brazil (-40%), China (-29%) and India (-26%) headed the market's broad-based decline.

Comments from Portfolio Manager Wilfred Chilangwa:  For the year, the fund returned -11.70% and outpaced its benchmark, the MSCI EAFE Index. Relative to the benchmark, Fidelity® International Discovery Fund and Fidelity® International Capital Appreciation Fund were the biggest contributors. Both of these managers use growth-oriented strategies, which worked well during a period when growth stocks significantly outperformed value stocks. Meaningful stakes in mid- and small-cap shares provided a further boost to these managers' results. From a regional perspective, both managers benefited from stock picks in continental Europe and the United Kingdom. Similarly, Fidelity® Diversified International Fund contributed due to its growth-focused strategy as well as lighter-than-benchmark exposure to poor-performing Australia. I added Fidelity® Overseas Fund during the period, and it also was among our top relative contributors. This manager's quality-oriented growth strategy yielded strong selections in information technology, financials, materials and consumer discretionary across Japan and Europe. The fund had no notable relative detractors. However, an International Value strategy run by sub-adviser FIAM℠ nicked the fund's performance. I reallocated all of the fund's assets that had been invested in this strategy to managers in which I currently have greater conviction.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
Fidelity Diversified International Fund 16.1 15.8 
Fidelity International Discovery Fund 16.0 17.5 
Fidelity Overseas Fund 14.1 14.0 
Fidelity International Capital Appreciation Fund 11.2 11.1 
Fidelity International Value Fund 7.6 5.4 
Fidelity Advisor Overseas Fund Class I 4.0 5.9 
Fidelity International Small Cap Opportunities Fund 2.1 1.7 
Fidelity SAI International Index Fund 1.7 0.0 
Fidelity Japan Fund 1.6 2.3 
Fidelity International Real Estate Fund 1.5 1.1 
 75.9  

Asset Allocation (% of fund's net assets)

As of February 29, 2016  
   Stocks 16.1% 
   Foreign Large Blend Funds 15.8% 
   Foreign Large Growth Funds 47.3% 
   Foreign Large Value Funds 7.6% 
   Foreign Small Mid Growth Funds 2.1% 
   Other 3.6% 
   Sector Funds 1.5% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.0% 


As of August 31, 2015  
   Stocks 16.5% 
   Foreign Large Blend Funds 14.0% 
   Foreign Large Growth Funds 50.4% 
   Foreign Large Value Funds 5.4% 
   Foreign Small Mid Growth Funds 1.7% 
   Other 4.0% 
   Sector Funds 1.1% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.9% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Percentages shown as 0.0% may reflect amounts less than 0.05%. 

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 16.0%   
 Shares Value 
CONSUMER DISCRETIONARY - 2.2%   
Auto Components - 0.3%   
Bridgestone Corp. 57,500 $2,013,168 
Continental AG 19,129 3,841,431 
DENSO Corp. 25,900 960,235 
Valeo SA 6,510 905,067 
  7,719,901 
Automobiles - 0.5%   
Honda Motor Co. Ltd. 136,200 3,502,913 
Isuzu Motors Ltd. 86,500 865,400 
Renault SA 27,834 2,547,693 
Suzuki Motor Corp. 65,500 1,639,038 
Toyota Motor Corp. 65,000 3,388,944 
Yamaha Motor Co. Ltd. 83,000 1,235,417 
  13,179,405 
Hotels, Restaurants & Leisure - 0.3%   
Accor SA 43,568 1,855,532 
Flight Centre Travel Group Ltd. 61,440 1,815,506 
InterContinental Hotel Group PLC 30,211 1,134,769 
Oriental Land Co. Ltd. 8,000 547,603 
Whitbread PLC 17,363 947,576 
William Hill PLC 153,841 874,947 
  7,175,933 
Household Durables - 0.3%   
Casio Computer Co. Ltd. 55,000 1,013,047 
Sony Corp. 109,100 2,292,683 
Taylor Wimpey PLC 1,177,750 3,052,286 
Techtronic Industries Co. Ltd. 518,000 1,977,951 
  8,335,967 
Media - 0.5%   
Altice NV:   
Class A (a) 89,646 1,292,159 
Class B (a) 46,247 679,685 
Axel Springer Verlag AG 18,015 914,817 
Dentsu, Inc. 26,100 1,213,117 
ITV PLC 1,100,530 3,807,987 
ProSiebenSat.1 Media AG 39,231 2,017,576 
RELX NV 70,788 1,162,819 
Vivendi SA 125,161 2,596,243 
  13,684,403 
Multiline Retail - 0.0%   
Don Quijote Holdings Co. Ltd. 22,700 758,780 
Specialty Retail - 0.1%   
Fast Retailing Co. Ltd. 2,100 582,636 
Inditex SA 65,622 2,024,763 
Nitori Holdings Co. Ltd. 13,400 1,029,197 
  3,636,596 
Textiles, Apparel & Luxury Goods - 0.2%   
adidas AG 25,737 2,743,014 
LVMH Moet Hennessy - Louis Vuitton SA 13,851 2,301,169 
  5,044,183 
TOTAL CONSUMER DISCRETIONARY  59,535,168 
CONSUMER STAPLES - 2.0%   
Beverages - 0.5%   
Anheuser-Busch InBev SA NV 43,586 4,876,257 
Asahi Group Holdings 55,300 1,625,108 
Diageo PLC 190,700 4,934,266 
Pernod Ricard SA 6,535 697,474 
  12,133,105 
Food & Staples Retailing - 0.1%   
Seven & i Holdings Co. Ltd. 60,800 2,424,166 
Woolworths Ltd. 69,268 1,132,177 
  3,556,343 
Food Products - 0.4%   
Danone SA 44,065 3,064,630 
Nestle SA 117,804 8,238,150 
  11,302,780 
Household Products - 0.2%   
Reckitt Benckiser Group PLC 20,927 1,906,236 
Svenska Cellulosa AB (SCA) (B Shares) 110,105 3,301,150 
  5,207,386 
Personal Products - 0.4%   
L'Oreal SA 10,106 1,700,941 
Unilever NV (Certificaten Van Aandelen) (Bearer) 121,575 5,243,264 
Unilever PLC 64,535 2,757,100 
  9,701,305 
Tobacco - 0.4%   
British American Tobacco PLC (United Kingdom) 41,999 2,284,924 
Imperial Tobacco Group PLC 106,145 5,499,544 
Japan Tobacco, Inc. 99,700 3,964,561 
  11,749,029 
TOTAL CONSUMER STAPLES  53,649,948 
ENERGY - 0.8%   
Energy Equipment & Services - 0.1%   
Amec Foster Wheeler PLC 215,769 1,145,713 
Oil, Gas & Consumable Fuels - 0.7%   
BP PLC 258,476 1,254,434 
Lundin Petroleum AB (a) 133,252 2,083,947 
Oil Search Ltd. ADR 268,060 1,278,070 
Royal Dutch Shell PLC:   
Class A (United Kingdom) 295,584 6,733,476 
Class B (United Kingdom) 17,690 401,661 
Statoil ASA 127,558 1,856,893 
Total SA 134,360 6,022,075 
  19,630,556 
TOTAL ENERGY  20,776,269 
FINANCIALS - 3.7%   
Banks - 1.9%   
Australia & New Zealand Banking Group Ltd. 245,289 3,913,170 
Banco Bilbao Vizcaya Argentaria SA 220,391 1,393,264 
Banco Popolare Societa Cooperativa 93,072 766,956 
Bank of Ireland (a) 1,646,400 472,888 
Bankinter SA 165,391 1,097,336 
Barclays PLC 692,725 1,645,717 
Danske Bank A/S 105,926 2,898,083 
Erste Group Bank AG 61,149 1,578,209 
Hang Seng Bank Ltd. 123,900 2,093,129 
HSBC Holdings PLC (United Kingdom) 710,007 4,515,173 
Intesa Sanpaolo SpA 1,337,898 3,379,357 
KBC Groep NV 44,835 2,385,037 
Lloyds Banking Group PLC 4,526,794 4,542,752 
Mitsubishi UFJ Financial Group, Inc. 931,500 4,019,711 
Nordea Bank AB 405,927 4,060,763 
Seven Bank Ltd. 361,900 1,548,558 
Shinsei Bank Ltd. 776,000 921,499 
Societe Generale Series A 91,063 3,198,224 
Swedbank AB (A Shares) 114,744 2,317,806 
Unione di Banche Italiane ScpA 149,275 577,455 
United Overseas Bank Ltd. 205,360 2,499,858 
Westpac Banking Corp. 73,944 1,512,359 
  51,337,304 
Capital Markets - 0.4%   
Credit Suisse Group AG 96,361 1,289,714 
Julius Baer Group Ltd. 42,111 1,680,215 
Macquarie Group Ltd. 56,352 2,584,617 
Partners Group Holding AG 3,692 1,341,285 
Schroders PLC 31,354 1,141,624 
UBS Group AG 146,035 2,243,542 
  10,280,997 
Diversified Financial Services - 0.3%   
Challenger Ltd. 218,099 1,170,625 
Deutsche Boerse AG 12,506 1,028,232 
London Stock Exchange Group PLC 48,062 1,791,451 
ORIX Corp. 282,200 3,694,255 
  7,684,563 
Insurance - 0.7%   
AIA Group Ltd. 665,600 3,397,294 
AMP Ltd. 403,932 1,533,790 
Aviva PLC 335,335 2,034,678 
AXA SA 148,880 3,273,355 
Direct Line Insurance Group PLC 190,967 1,032,889 
Insurance Australia Group Ltd. 152,238 561,772 
Prudential PLC 125,340 2,182,694 
Sampo Oyj (A Shares) 40,530 1,828,876 
Sony Financial Holdings, Inc. 65,300 910,367 
St. James's Place Capital PLC 24,024 286,896 
Zurich Insurance Group AG 17,974 3,807,091 
  20,849,702 
Real Estate Investment Trusts - 0.1%   
British Land Co. PLC 179,403 1,645,537 
Nippon Prologis REIT, Inc. 322 683,137 
Westfield Corp. unit 258,765 1,846,935 
  4,175,609 
Real Estate Management & Development - 0.3%   
AEON MALL Co. Ltd. 51,550 730,688 
CapitaLand Ltd. 360,400 763,863 
Cheung Kong Property Holdings Ltd. 194,448 994,983 
Daito Trust Construction Co. Ltd. 8,400 1,137,688 
Hongkong Land Holdings Ltd. 122,500 719,075 
Hysan Development Co. Ltd. 154,000 609,819 
Leopalace21 Corp. (a) 253,600 1,471,416 
Mitsui Fudosan Co. Ltd. 51,000 1,185,105 
Sino Land Ltd. 518,000 719,255 
  8,331,892 
TOTAL FINANCIALS  102,660,067 
HEALTH CARE - 2.0%   
Health Care Equipment & Supplies - 0.2%   
Ansell Ltd. 60,415 741,685 
Hoya Corp. 83,200 3,006,581 
Olympus Corp. 83,300 3,037,242 
  6,785,508 
Health Care Providers & Services - 0.2%   
Fresenius SE & Co. KGaA 52,145 3,453,475 
Miraca Holdings, Inc. 27,400 1,180,527 
  4,634,002 
Pharmaceuticals - 1.6%   
Astellas Pharma, Inc. 270,800 3,896,237 
Bayer AG 36,590 3,793,211 
GlaxoSmithKline PLC 198,688 3,850,585 
Hikma Pharmaceuticals PLC 37,930 993,034 
Novartis AG 138,108 9,910,304 
Novo Nordisk A/S Series B 98,209 5,056,258 
Sanofi SA 85,823 6,800,466 
Shire PLC 75,405 3,933,847 
Teva Pharmaceutical Industries Ltd. 5,400 304,989 
Teva Pharmaceutical Industries Ltd. sponsored ADR 87,813 4,882,403 
  43,421,334 
TOTAL HEALTH CARE  54,840,844 
INDUSTRIALS - 1.8%   
Aerospace & Defense - 0.3%   
BAE Systems PLC 157,781 1,118,565 
Finmeccanica SpA (a) 235,980 2,447,738 
Rolls-Royce Group PLC 149,998 1,408,031 
Safran SA 33,433 2,084,370 
Zodiac Aerospace 80,254 1,344,486 
  8,403,190 
Building Products - 0.1%   
Compagnie de St. Gobain 59,135 2,301,084 
Toto Ltd. 29,100 837,219 
  3,138,303 
Commercial Services & Supplies - 0.1%   
Brambles Ltd. 157,711 1,405,952 
Edenred SA 68,613 1,207,686 
  2,613,638 
Construction & Engineering - 0.2%   
Bouygues SA 37,018 1,452,339 
SHIMIZU Corp. 64,000 486,456 
Taisei Corp. 215,000 1,303,155 
VINCI SA 14,569 1,011,476 
  4,253,426 
Electrical Equipment - 0.0%   
Nidec Corp. 17,100 1,145,368 
Industrial Conglomerates - 0.2%   
CK Hutchison Holdings Ltd. 216,948 2,620,485 
Koninklijke Philips Electronics NV 99,679 2,530,829 
  5,151,314 
Machinery - 0.4%   
Alfa Laval AB 192,056 3,028,266 
Andritz AG 25,480 1,223,352 
Glory Ltd. 27,100 912,963 
Makita Corp. 32,000 1,879,633 
Minebea Ltd. 91,000 668,156 
Mitsubishi Heavy Industries Ltd. 40,000 142,316 
NGK Insulators Ltd. 37,000 658,127 
Sandvik AB 231,232 2,114,667 
  10,627,480 
Professional Services - 0.1%   
Capita Group PLC 96,992 1,352,683 
SEEK Ltd. 103,013 1,141,116 
  2,493,799 
Road & Rail - 0.2%   
East Japan Railway Co. 50,500 4,422,264 
Trading Companies & Distributors - 0.2%   
Itochu Corp. 146,400 1,725,939 
Misumi Group, Inc. 113,500 1,514,008 
Rexel SA 136,620 1,680,916 
Wolseley PLC 28,259 1,449,187 
  6,370,050 
Transportation Infrastructure - 0.0%   
Kamigumi Co. Ltd. 78,000 730,565 
TOTAL INDUSTRIALS  49,349,397 
INFORMATION TECHNOLOGY - 0.8%   
Communications Equipment - 0.0%   
Telefonaktiebolaget LM Ericsson (B Shares) 147,717 1,356,675 
Electronic Equipment & Components - 0.2%   
Hitachi Ltd. 399,000 1,687,833 
Keyence Corp. 4,000 2,067,370 
Murata Manufacturing Co. Ltd. 10,000 1,199,986 
  4,955,189 
Internet Software & Services - 0.1%   
Rocket Internet AG (a) 42,432 964,737 
United Internet AG 29,535 1,449,369 
  2,414,106 
IT Services - 0.1%   
Amadeus IT Holding SA Class A 54,857 2,217,866 
Nomura Research Institute Ltd. 28,720 980,143 
  3,198,009 
Semiconductors & Semiconductor Equipment - 0.0%   
Disco Corp. 6,800 626,445 
Software - 0.3%   
Nintendo Co. Ltd. 9,400 1,315,756 
SAP AG 55,228 4,164,374 
Square Enix Holdings Co. Ltd. 42,400 997,965 
Trend Micro, Inc. 48,600 1,768,638 
  8,246,733 
Technology Hardware, Storage & Peripherals - 0.1%   
Fujifilm Holdings Corp. 21,100 790,832 
NEC Corp. 391,000 990,184 
  1,781,016 
TOTAL INFORMATION TECHNOLOGY  22,578,173 
MATERIALS - 1.1%   
Chemicals - 0.7%   
Clariant AG (Reg.) 125,590 2,103,019 
Croda International PLC 33,714 1,394,606 
Daicel Chemical Industries Ltd. 68,100 868,951 
Incitec Pivot Ltd. 601,612 1,249,556 
JSR Corp. 59,500 834,085 
Linde AG 4,293 600,113 
Mitsui Chemicals, Inc. 330,000 1,078,236 
Sumitomo Chemical Co. Ltd. 278,000 1,217,325 
Symrise AG 26,960 1,734,484 
Syngenta AG (Switzerland) 13,055 5,228,265 
Yara International ASA 46,707 1,817,293 
  18,125,933 
Construction Materials - 0.1%   
CRH PLC 44,430 1,139,654 
James Hardie Industries PLC CDI 200,720 2,565,856 
  3,705,510 
Metals & Mining - 0.3%   
Hitachi Metals Ltd. 67,500 718,192 
Newcrest Mining Ltd. (a) 79,441 997,323 
Randgold Resources Ltd. 24,211 2,199,309 
Rio Tinto Ltd. 40,848 1,174,374 
Rio Tinto PLC 65,642 1,739,567 
  6,828,765 
Paper & Forest Products - 0.0%   
Mondi PLC 41,973 754,788 
TOTAL MATERIALS  29,414,996 
TELECOMMUNICATION SERVICES - 1.2%   
Diversified Telecommunication Services - 0.8%   
Bezeq The Israel Telecommunication Corp. Ltd. 369,353 829,135 
BT Group PLC 131,409 884,929 
Deutsche Telekom AG 252,520 4,223,899 
HKT Trust/HKT Ltd. unit 924,220 1,278,548 
Iliad SA 4,968 1,222,214 
Nippon Telegraph & Telephone Corp. 77,800 3,294,621 
Orange SA 147,963 2,562,783 
Telecom Italia SpA (a) 1,952,007 1,896,761 
Telefonica Deutschland Holding AG 248,880 1,210,226 
TeliaSonera AB 226,484 1,039,999 
Telstra Corp. Ltd. 780,943 2,919,248 
  21,362,363 
Wireless Telecommunication Services - 0.4%   
KDDI Corp. 128,800 3,290,582 
SoftBank Corp. 65,500 3,218,721 
Vodafone Group PLC 1,988,472 6,030,836 
  12,540,139 
TOTAL TELECOMMUNICATION SERVICES  33,902,502 
UTILITIES - 0.4%   
Electric Utilities - 0.2%   
Iberdrola SA 417,911 2,692,270 
Kansai Electric Power Co., Inc. (a) 159,300 1,750,301 
Red Electrica Corporacion SA 14,367 1,143,272 
  5,585,843 
Multi-Utilities - 0.2%   
Centrica PLC 402,158 1,156,452 
E.ON AG 359,620 3,249,258 
Suez Environnement SA 98,739 1,712,704 
  6,118,414 
TOTAL UTILITIES  11,704,257 
TOTAL COMMON STOCKS   
(Cost $465,459,163)  438,411,621 
Nonconvertible Preferred Stocks - 0.1%   
CONSUMER DISCRETIONARY - 0.1%   
Automobiles - 0.1%   
Volkswagen AG   
(Cost $1,636,230) 13,705 1,605,698 
Equity Funds - 77.9%   
Foreign Large Blend Funds - 15.8%   
Fidelity Overseas Fund (b) 10,278,291 385,949,842 
Fidelity SAI International Index Fund (b) 5,000,000 46,550,000 
TOTAL FOREIGN LARGE BLEND FUNDS  432,499,842 
Foreign Large Growth Funds - 47.3%   
Fidelity Advisor Overseas Fund Class I (b) 5,525,358 108,960,068 
Fidelity Canada Fund (b) 34,327 1,429,383 
Fidelity Diversified International Fund (b) 13,746,855 441,411,499 
Fidelity International Capital Appreciation Fund (b) 19,638,271 305,375,109 
Fidelity International Discovery Fund (b) 12,270,484 438,056,273 
TOTAL FOREIGN LARGE GROWTH FUNDS  1,295,232,332 
Foreign Large Value Funds - 7.6%   
Fidelity International Value Fund (b) 28,400,420 207,323,065 
Foreign Small Mid Growth Funds - 2.1%   
Fidelity International Small Cap Opportunities Fund (b) 4,108,543 57,519,602 
Sector Funds - 1.5%   
Fidelity International Real Estate Fund (b) 4,477,348 41,907,975 
Other - 3.6%   
Fidelity Advisor Global Capital Appreciation Fund Class I (b) 1,547,028 23,205,414 
Fidelity Japan Fund (b) 4,185,376 44,909,084 
Fidelity Japan Smaller Companies Fund (b) 2,163,378 28,967,634 
TOTAL OTHER  97,082,132 
TOTAL EQUITY FUNDS   
(Cost $2,261,614,331)  2,131,564,948 
 Principal Amount   
U.S. Treasury Obligations - 0.3%   
U.S. Treasury Bills, yield at date of purchase 0.2% to 0.31% 3/3/16 to 5/19/16 (c)   
(Cost $9,325,616) $9,330,000 9,325,901 
 Shares Value 
Money Market Funds - 5.3%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (d)   
(Cost $144,235,893) 144,235,893 144,235,893 
TOTAL INVESTMENT PORTFOLIO - 99.6%   
(Cost $2,882,271,233)  2,725,144,061 
NET OTHER ASSETS (LIABILITIES) - 0.4%  10,907,920 
NET ASSETS - 100%  $2,736,051,981 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/(Depreciation) 
Purchased    
Equity Index Contracts    
618 CME NIKKEI 225 Index Contracts (Japan) March 2016 49,455,450 $(11,663,372) 
1,162 ICE E-mini MSCI EAFE Index Contracts (United States) March 2016 89,764,500 (3,407,237) 
TOTAL FUTURES CONTRACTS   $(15,070,609) 

The face value of futures purchased as a percentage of Net Assets is 5.1%

Legend

 (a) Non-income producing

 (b) Affiliated Fund

 (c) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $7,492,292.

 (d) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Advisor Global Capital Appreciation Fund Class I $16,777,732 $9,024,847 $-- $-- $23,205,414 
Fidelity Advisor Overseas Fund Class I 145,164,347 -- 22,085,224 756,974 108,960,068 
Fidelity Canada Fund 1,750,341 -- -- 21,042 1,429,383 
Fidelity Diversified International Fund 309,830,193 198,428,574 14,719,066 3,370,197 441,411,499 
Fidelity International Capital Appreciation Fund 237,626,836 118,187,798 21,803,171 1,179,750 305,375,109 
Fidelity International Discovery Fund 365,954,674 153,846,044 28,860,394 4,342,347 438,056,273 
Fidelity International Real Estate Fund 19,091,060 27,380,551 -- 464,610 41,907,975 
Fidelity International Small Cap Opportunities Fund 39,664,425 26,658,013 7,038,545 214,533 57,519,602 
Fidelity International Value Fund 76,118,056 158,284,152 -- 2,587,842 207,323,065 
Fidelity Japan Fund -- 51,627,381 -- 278,953 44,909,084 
Fidelity Japan Smaller Companies Fund 14,002,817 14,679,010 -- 157,660 28,967,634 
Fidelity Overseas Fund -- 431,870,963 639,782 3,762,610 385,949,842 
Fidelity SAI International Index Fund -- 50,000,000 -- -- 46,550,000 
Total $1,225,980,481 $1,239,987,333 $95,146,182 $17,136,518 $2,131,564,948 

Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $61,140,866 $27,260,964 $33,879,902 $-- 
Consumer Staples 53,649,948 20,807,875 32,842,073 -- 
Energy 20,776,269 4,507,730 16,268,539 -- 
Financials 102,660,067 41,671,096 60,988,971 -- 
Health Care 54,840,844 20,285,890 34,554,954 -- 
Industrials 49,349,397 26,416,616 22,932,781 -- 
Information Technology 22,578,173 4,631,972 17,946,201 -- 
Materials 29,414,996 15,133,656 14,281,340 -- 
Telecommunication Services 33,902,502 4,540,123 29,362,379 -- 
Utilities 11,704,257 2,855,976 8,848,281 -- 
Equity Funds 2,131,564,948 2,131,564,948 -- -- 
Other Short-Term Investments and Net Other Assets 9,325,901 -- 9,325,901 -- 
Money Market Funds 144,235,893 144,235,893 -- -- 
Total Investments in Securities: $2,725,144,061 $2,443,912,739 $281,231,322 $-- 
Derivative Instruments:     
Liabilities     
Futures Contracts $(15,070,609) $(15,070,609) $-- $-- 
Total Liabilities $(15,070,609) $(15,070,609) $-- $-- 
Total Derivative Instruments: $(15,070,609) $(15,070,609) $-- $-- 

The following is a summary of transfers between Level 1 and Level 2 for the period ended February 29, 2016. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers Total 
Level 1 to Level 2 $70,043,222 
Level 2 to Level 1 $14,596,244 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $0 $(15,070,609) 
Total Equity Risk (15,070,609) 
Total Value of Derivatives $0 $(15,070,609) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $620,656,902) 
$593,579,113  
Affiliated issuers (cost $2,261,614,331) 2,131,564,948  
Total Investments (cost $2,882,271,233)  $2,725,144,061 
Cash  928 
Foreign currency held at value (cost $4,634,817)  4,518,990 
Receivable for investments sold  1,806,465 
Receivable for fund shares sold  9,197,934 
Dividends receivable  1,233,983 
Interest receivable  13,879 
Prepaid expenses  829 
Other receivables  13,276 
Total assets  2,741,930,345 
Liabilities   
Payable for investments purchased $2,235,678  
Payable for fund shares redeemed 1,603,680  
Accrued management fee 156,534  
Payable for daily variation margin for derivative instruments 1,549,241  
Other affiliated payables 150,345  
Other payables and accrued expenses 182,886  
Total liabilities  5,878,364 
Net Assets  $2,736,051,981 
Net Assets consist of:   
Paid in capital  $2,951,717,251 
Undistributed net investment income  49,291 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (43,376,983) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  (172,337,578) 
Net Assets, for 334,148,919 shares outstanding  $2,736,051,981 
Net Asset Value, offering price and redemption price per share ($2,736,051,981 ÷ 334,148,919 shares)  $8.19 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $10,844,943 
Affiliated issuers  17,136,518 
Interest  32,342 
Income before foreign taxes withheld  28,013,803 
Less foreign taxes withheld  (919,177) 
Total income  27,094,626 
Expenses   
Management fee $7,067,564  
Transfer agent fees 539,897  
Accounting fees and expenses 951,030  
Custodian fees and expenses 83,856  
Independent trustees' compensation 22,904  
Registration fees 342,327  
Audit 65,546  
Legal 13,541  
Miscellaneous 13,676  
Total expenses before reductions 9,100,341  
Expense reductions (5,524,460) 3,575,881 
Net investment income (loss)  23,518,745 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (13,770,780)  
Affiliated issuers (3,135,520)  
Foreign currency transactions (126,994)  
Futures contracts (9,291,933)  
Realized gain distributions from underlying funds:   
Affiliated issuers 5,985,658  
Total net realized gain (loss)  (20,339,569) 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(298,917,533)  
Assets and liabilities in foreign currencies (100,267)  
Futures contracts (22,937,445)  
Total change in net unrealized appreciation (depreciation)  (321,955,245) 
Net gain (loss)  (342,294,814) 
Net increase (decrease) in net assets resulting from operations  $(318,776,069) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $23,518,745 $17,285,590 
Net realized gain (loss) (20,339,569) 18,925,157 
Change in net unrealized appreciation (depreciation) (321,955,245) (4,239,705) 
Net increase (decrease) in net assets resulting from operations (318,776,069) 31,971,042 
Distributions to shareholders from net investment income (24,884,942) (17,204,564) 
Distributions to shareholders from net realized gain (8,227,263) (1,369,694) 
Total distributions (33,112,205) (18,574,258) 
Share transactions   
Proceeds from sales of shares 2,157,727,766 656,077,551 
Reinvestment of distributions 33,045,326 18,536,042 
Cost of shares redeemed (857,542,053) (253,075,291) 
Net increase (decrease) in net assets resulting from share transactions 1,333,231,039 421,538,302 
Total increase (decrease) in net assets 981,342,765 434,935,086 
Net Assets   
Beginning of period 1,754,709,216 1,319,774,130 
End of period (including undistributed net investment income of $49,291 and undistributed net investment income of $1,878,116, respectively) $2,736,051,981 $1,754,709,216 
Other Information   
Shares   
Sold 239,745,366 71,716,305 
Issued in reinvestment of distributions 3,583,747 2,070,904 
Redeemed (95,672,530) (27,641,359) 
Net increase (decrease) 147,656,583 46,145,850 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International II Fund

      
Years ended February 28, 2016 A 2015 2014 2013 2012 A 
Selected Per–Share Data      
Net asset value, beginning of period $9.41 $9.40 $7.88 $7.26 $8.12 
Income from Investment Operations      
Net investment income (loss)B .10 .11 .14C .14 .12 
Net realized and unrealized gain (loss) (1.19) .01 1.53 .64 (.86) 
Total from investment operations (1.09) .12 1.67 .78 (.74) 
Distributions from net investment income (.09) (.10) (.11) (.14) (.12) 
Distributions from net realized gain (.05) (.01) (.04) (.02) D 
Total distributions (.13)E (.11) (.15) (.16) (.12) 
Net asset value, end of period $8.19 $9.41 $9.40 $7.88 $7.26 
Total ReturnF (11.70)% 1.36% 21.17% 10.89% (8.91)% 
Ratios to Average Net AssetsG      
Expenses before reductions .42% .47% .52% .55% .51% 
Expenses net of fee waivers, if any .17% .22% .27% .30% .26% 
Expenses net of all reductions .17% .21% .26% .27% .25% 
Net investment income (loss) 1.09% 1.19% 1.61%C 1.87% 1.66% 
Supplemental Data      
Net assets, end of period (000 omitted) $2,736,052 $1,754,709 $1,319,774 $821,211 $857,774 
Portfolio turnover rateH 16% 22% 27% 29% 38% 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C Net Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.31%.

 D Amount represents less than $.005 per share.

 E Total distributions of $.13 per share is comprised of distributions from net investment income of $.088 and distributions from net realized gain of $.046 per share.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. Fees and expenses of the Underlying Funds are not included in the Fund's annualized ratios. The Fund indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers International II Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is offered exclusively to clients of Strategic Advisers, Inc. (Strategic Advisers), an affiliate of Fidelity Management & Research Company (FMR).

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds, if any, are recorded on the ex-dividend date. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $83,280,718 
Gross unrealized depreciation (254,645,053) 
Net unrealized appreciation (depreciation) on securities $(171,364,335) 
Tax Cost $2,896,508,396 

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income $64,079 
Capital loss carryforward $(44,209,781) 
Net unrealized appreciation (depreciation) on securities and other investments $(171,506,558) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(26,511,525) 
Long-term (17,698,256) 
Total capital loss carryforward $(44,209,781) 

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $25,786,545 $ 18,231,834 
Long-term Capital Gains 7,325,660 342,424 
Total $33,112,205 $ 18,574,258 

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $(9,291,933) and a change in net unrealized appreciation (depreciation) of $(22,937,445) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities, aggregated $1,622,264,666 and $317,529,845, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .25% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.00% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .33% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Adviser. FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. The Fund does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .03% of average net assets.

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $597 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .25% of the Fund's average net assets until September 30, 2018. During the period, this waiver reduced the Fund's management fee by $5,418,102.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $97,719 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of operating expenses in the amount of $8,639.

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

The Fund does not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the Fund within its principal investment strategies may represent a significant portion of an Underlying Fund's net assets.

At the end of the period, the Fund was the owner of record of 10% or more of the total outstanding shares of the following Underlying Funds:

Fidelity Advisor Global Capital Appreciation Fund 17% 
Fidelity Advisor Overseas Fund 17% 
Fidelity International Capital Appreciation Fund 22% 
Fidelity International Value Fund 68% 

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers International II Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers International II Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers International II Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 15, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-3455.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Actual .15% $1,000.00 $915.90 $.71 
Hypothetical-C  $1,000.00 $1,024.12 $.75 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

The fund designates 4% of the dividends distributed in December, during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

The fund designates 100%, of the dividends distributed in April and December respectively, during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 Pay Date Income Taxes 
Strategic Advisers International II Fund 04/13/2015 $0.0072 $0.0002 

 12/30/2015 $0.0884 $0.0094 

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers International II Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreement with Pyramis Global Advisors, LLC (Pyramis) (the Sub-Advisory Agreement and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreement, the Board also concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and the sub-adviser, Pyramis (collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-adviser, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2014, the cumulative total returns of the fund and the cumulative total returns of an appropriate benchmark index and peer group. The box within each chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers International II Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the fund was in the second quartile for the one-year period and in the first quartile for the three- and five-year periods ended December 31, 2014. The Board also noted that the fund had out-performed 62%, 86%, and 76% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2014. The Board also noted that the investment performance of the fund was higher than its benchmark for each period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' proposal to extend the 0.25% management fee waiver through September 30, 2018 and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.00%. In considering the fund's management fee and management fee waiver and comparisons to other registered investment companies with investment objectives similar to those of the fund, the Board noted that shares of the fund are offered only to clients that participate in the Fidelity Portfolio Advisory Service managed account program.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers International II Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type. The Board noted that the fund's total expenses were below the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contract provides for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board also took into consideration that Strategic Advisers has agreed to waive 0.25% of its management fee through September 30, 2018.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to the Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

SIL-ANN-0416
1.912839.105


Strategic Advisers® Small-Mid Cap Multi-Manager Fund

Class F



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class F (14.16)% 9.48% 

 A From December 20, 2011


 The initial offering of Class F shares took place on December 18, 2012. Returns prior to December 18, 2012 are those of Strategic Advisers® Small-Mid Cap Multi-Manager Fund, the original class of the fund. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Small-Mid Cap Multi-Manager Fund - Class F on December 20, 2011, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Russell 2500™ Index performed over the same period. See previous page for additional information regarding the performance of Class F.


Period Ending Values

$14,628Strategic Advisers® Small-Mid Cap Multi-Manager Fund - Class F

$15,695Russell 2500™ Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index returned -6.19% for the year ending February 29, 2016. Largely range-bound for the first half of the period, U.S. stocks suffered a steep, late-summer decline on concern about an economic slowdown in China. The market recovered in October, lifted by the U.S. Federal Reserve's decision to delay raising near-term interest rates until mid-December. Investors also drew courage from a rate cut in China and economic stimulus in Europe. But continued oil-price weakness and U.S.-dollar strength, plus fresh worries about China and the Middle East, pushed the S&P 500® to its worst January since 2009, followed by a volatile but ultimately flattish February. Overall, growth-oriented and larger-cap stocks fared better than value and smaller-cap complements. In this environment, the tech-heavy Nasdaq Composite Index® returned -7.07% for the 12 months; the Russell 2000® Index, -14.97%. Few sectors within the broad-market S&P 500® gained ground, with a wide gap separating leaders from laggards. Despite increased competition among wireless carriers, telecommunication services (+8%) led the way, followed by the more defensive utilities sector (+6%). Rising wages and low inflation buoyed consumer staples (+4%), less so consumer discretionary (0%). Meanwhile, energy (-24%) foundered amid commodity weakness that also hurt materials (-17%). The financials sector (-12%) struggled as well.

Comments from Portfolio Manager Barry Golden:  Reflecting the challenging environment created by a sharp downturn in stocks in August and again in the early months of 2016, the fund's share classes lagged the -13.30% return of the benchmark Russell 2500™ Index. Relative to the benchmark, sub-adviser Advisory Research's strategy emphasizing companies' intrinsic value performed somewhat worse than expected, given that this manager also incorporates a quality tilt into its investment process. It was hampered by selections in the materials sector and the health care equipment & services and diversified financials groups. Newly hired sub-adviser Portolan Capital Management® modestly detracted, as this manager's somewhat higher-risk, global-growth strategy underperformed amid a generally risk-averse market environment. On the plus side, RS Investment Management, which runs an aggressive-growth, quality-tilted strategy, performed better than anticipated given its higher-risk approach. This manager was helped by favorable positioning in energy and technology, along with solid selections in industrials. Arrowpoint Asset Management, also hired during the period, was another contributor, as this manager's quality-oriented growth strategy helped it outperform when the market environment shifted in January and February.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalent) % of fund's net assets % of fund's net assets 6 months ago 
PowerShares S&P SmallCap Financials Portfolio ETF 1.0 0.9 
E*TRADE Financial Corp. 0.8 0.8 
Allison Transmission Holdings, Inc. 0.8 0.8 
Pinnacle Foods, Inc. 0.7 0.4 
Voya Financial, Inc. 0.7 0.8 
Euronet Worldwide, Inc. 0.7 0.6 
FNF Group 0.6 0.6 
Berry Plastics Group, Inc. 0.6 0.5 
Mellanox Technologies Ltd. 0.6 0.3 
CoreLogic, Inc. 0.6 0.6 
 7.1  

Top Five Market Sectors as of February 29, 2016

(stocks only) % of fund's net assets % of fund's net assets 6 months ago 
Information Technology 21.1 19.5 
Financials 17.4 18.8 
Consumer Discretionary 15.4 13.8 
Industrials 13.8 14.7 
Health Care 12.4 14.0 

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Common Stocks 92.0% 
   Sector Funds 1.0% 
   Short-Term Investments and Net Other Assets (Liabilities) 7.0% 


As of August 31, 2015  
   Common Stocks 93.1% 
   Sector Funds 0.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.0% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 92.0%   
 Shares Value 
CONSUMER DISCRETIONARY - 15.4%   
Auto Components - 0.9%   
BorgWarner, Inc. 360 $11,765 
Cooper Tire & Rubber Co. 1,125 44,213 
Dana Holding Corp. 2,344 29,159 
Delphi Automotive PLC 187 12,469 
Gentex Corp. 3,228 47,000 
The Goodyear Tire & Rubber Co. 1,782 53,674 
Visteon Corp. 1,056 73,836 
  272,116 
Automobiles - 0.4%   
Harley-Davidson, Inc. 3,160 136,417 
Distributors - 0.6%   
LKQ Corp. (a) 6,061 167,284 
Pool Corp. 379 30,422 
  197,706 
Diversified Consumer Services - 1.2%   
2U, Inc. (a) 1,871 41,817 
Grand Canyon Education, Inc. (a) 1,040 40,539 
H&R Block, Inc. 3,752 123,366 
Houghton Mifflin Harcourt Co. (a) 1,373 25,826 
LifeLock, Inc. (a) 1,162 12,817 
ServiceMaster Global Holdings, Inc. (a) 3,376 128,052 
  372,417 
Hotels, Restaurants & Leisure - 3.1%   
BJ's Restaurants, Inc. (a) 457 20,145 
Bravo Brio Restaurant Group, Inc. (a) 1,825 14,253 
Brinker International, Inc. 378 18,824 
Carrols Restaurant Group, Inc. (a) 3,869 51,342 
Dave & Buster's Entertainment, Inc. (a) 860 31,743 
Del Taco Restaurants, Inc. (a) 282 3,054 
Domino's Pizza, Inc. 231 30,732 
Dunkin' Brands Group, Inc. 1,798 83,751 
El Pollo Loco Holdings, Inc. (a) 1,241 16,021 
Fiesta Restaurant Group, Inc. (a) 990 32,789 
Hyatt Hotels Corp. Class A (a) 1,965 90,685 
Jack in the Box, Inc. 341 23,444 
Kona Grill, Inc. (a) 568 8,418 
Marriott Vacations Worldwide Corp. 366 22,161 
MGM Mirage, Inc. (a) 7,840 148,411 
Penn National Gaming, Inc. (a) 1,358 18,795 
Popeyes Louisiana Kitchen, Inc. (a) 1,020 55,580 
Six Flags Entertainment Corp. 1,660 84,428 
Sonic Corp. 1,240 36,419 
Starwood Hotels & Resorts Worldwide, Inc. 340 23,497 
Texas Roadhouse, Inc. Class A 665 27,737 
The Cheesecake Factory, Inc. 424 21,158 
Vail Resorts, Inc. 230 29,304 
Wendy's Co. 4,725 44,273 
  936,964 
Household Durables - 0.8%   
CalAtlantic Group, Inc. 513 15,564 
D.R. Horton, Inc. 1,030 27,522 
Helen of Troy Ltd. (a) 210 20,026 
iRobot Corp. (a) 1,304 40,867 
Newell Rubbermaid, Inc. 2,685 102,057 
Toll Brothers, Inc. (a) 800 21,960 
TopBuild Corp. (a) 488 13,166 
  241,162 
Internet & Catalog Retail - 0.4%   
1-800-FLOWERS.com, Inc. Class A (a) 1,183 9,239 
Duluth Holdings, Inc. 200 3,310 
Expedia, Inc. 58 6,038 
Groupon, Inc. Class A (a) 8,286 39,607 
Shutterfly, Inc. (a) 1,219 54,172 
  112,366 
Leisure Products - 0.5%   
Brunswick Corp. 460 19,568 
Hasbro, Inc. 780 59,179 
Polaris Industries, Inc. 695 61,097 
  139,844 
Media - 2.4%   
Crown Media Holdings, Inc. Class A (a) 1,050 4,610 
Discovery Communications, Inc. Class A (a) 605 15,125 
E.W. Scripps Co. Class A 1,141 19,694 
Gray Television, Inc. (a) 3,385 39,063 
IMAX Corp. (a) 2,702 79,736 
Lions Gate Entertainment Corp. 286 6,035 
Media General, Inc. (a) 2,269 37,711 
National CineMedia, Inc. 4,941 73,868 
News Corp. Class A 4,843 52,401 
Nexstar Broadcasting Group, Inc. Class A 1,007 44,993 
Omnicom Group, Inc. 120 9,337 
Scholastic Corp. 1,290 45,189 
Sinclair Broadcast Group, Inc. Class A 3,108 95,944 
Tegna, Inc. 4,355 107,307 
Tribune Media Co. Class A 2,715 97,469 
  728,482 
Specialty Retail - 3.4%   
Aarons, Inc. Class A 947 21,772 
Advance Auto Parts, Inc. 92 13,656 
American Eagle Outfitters, Inc. 2,783 42,469 
Cabela's, Inc. Class A (a) 160 7,677 
CST Brands, Inc. 4,836 156,880 
Destination Maternity Corp. 417 3,369 
Destination XL Group, Inc. (a) 5,016 22,321 
DSW, Inc. Class A 2,050 53,710 
Express, Inc. (a) 900 15,507 
Five Below, Inc. (a) 1,303 49,970 
Genesco, Inc. (a) 81 5,344 
GNC Holdings, Inc. 360 10,253 
Hibbett Sports, Inc. (a) 1,199 42,565 
Lithia Motors, Inc. Class A (sub. vtg.) 1,107 102,641 
Monro Muffler Brake, Inc. 366 25,023 
New York & Co., Inc. (a) 900 1,800 
Office Depot, Inc. (a) 2,156 10,952 
Outerwall, Inc. 789 24,609 
Rent-A-Center, Inc. 2,352 30,035 
Restoration Hardware Holdings, Inc. (a) 840 31,912 
Ross Stores, Inc. 220 12,096 
Sally Beauty Holdings, Inc. (a) 3,812 120,383 
Select Comfort Corp. (a) 450 8,055 
Staples, Inc. 5,500 51,975 
The Container Store Group, Inc. (a) 1,652 8,937 
Ulta Salon, Cosmetics & Fragrance, Inc. (a) 460 75,987 
Vitamin Shoppe, Inc. (a) 315 8,691 
Williams-Sonoma, Inc. 1,090 56,800 
  1,015,389 
Textiles, Apparel & Luxury Goods - 1.7%   
Carter's, Inc. 1,494 151,835 
Crocs, Inc. (a) 820 8,028 
Deckers Outdoor Corp. (a) 220 12,443 
G-III Apparel Group Ltd. (a) 1,618 85,350 
Oxford Industries, Inc. 139 10,096 
PVH Corp. 1,528 120,941 
Skechers U.S.A., Inc. Class A (sub. vtg.) (a) 464 15,275 
Steven Madden Ltd. (a) 660 23,232 
Tumi Holdings, Inc. (a) 1,015 20,046 
Wolverine World Wide, Inc. 2,977 56,355 
  503,601 
TOTAL CONSUMER DISCRETIONARY  4,656,464 
CONSUMER STAPLES - 1.9%   
Beverages - 0.1%   
Boston Beer Co., Inc. Class A (a) 163 30,662 
Food & Staples Retailing - 0.2%   
Casey's General Stores, Inc. 120 12,668 
Fresh Market, Inc. (a) 1,390 32,067 
Sprouts Farmers Market LLC (a) 1,065 30,331 
  75,066 
Food Products - 1.3%   
B&G Foods, Inc. Class A 590 20,408 
Cal-Maine Foods, Inc. 822 43,878 
Ingredion, Inc. 180 18,220 
Lancaster Colony Corp. 267 27,173 
Pinnacle Foods, Inc. 5,305 229,123 
Snyders-Lance, Inc. 1,550 50,701 
  389,503 
Household Products - 0.2%   
Energizer Holdings, Inc. 145 5,646 
Spectrum Brands Holdings, Inc. 508 48,651 
  54,297 
Personal Products - 0.1%   
Edgewell Personal Care Co. (a) 145 11,085 
Elizabeth Arden, Inc. (a) 650 4,030 
  15,115 
TOTAL CONSUMER STAPLES  564,643 
ENERGY - 2.3%   
Energy Equipment & Services - 0.8%   
Dril-Quip, Inc. (a) 737 39,982 
Helmerich & Payne, Inc. 135 7,151 
ION Geophysical Corp. (a) 186 577 
McDermott International, Inc. (a) 1,150 3,795 
Nabors Industries Ltd. 3,875 27,745 
Oceaneering International, Inc. 662 18,284 
Patterson-UTI Energy, Inc. 907 14,095 
Precision Drilling Corp. 18,350 58,861 
RigNet, Inc. (a) 2,377 31,376 
TETRA Technologies, Inc. (a) 2,000 10,080 
U.S. Silica Holdings, Inc. 935 17,943 
  229,889 
Oil, Gas & Consumable Fuels - 1.5%   
Carrizo Oil & Gas, Inc. (a) 2,497 53,686 
Cheniere Energy Partners LP Holdings LLC 771 12,930 
Cheniere Energy, Inc. (a) 1,107 39,575 
Diamondback Energy, Inc. 320 22,800 
Energen Corp. 2,116 56,032 
Laredo Petroleum, Inc. (a) 1,525 7,793 
Memorial Resource Development Corp. (a) 1,358 13,132 
Newfield Exploration Co. (a) 3,175 86,455 
PBF Energy, Inc. Class A 1,695 51,189 
Pioneer Natural Resources Co. 425 51,225 
Sunoco Logistics Partners, LP 516 15,506 
Valero Energy Corp. 240 14,419 
WPX Energy, Inc. (a) 8,005 32,901 
  457,643 
TOTAL ENERGY  687,532 
FINANCIALS - 17.4%   
Banks - 4.2%   
Bank of the Ozarks, Inc. 478 18,088 
BankUnited, Inc. 3,672 117,945 
Cathay General Bancorp 732 19,537 
Columbia Banking Systems, Inc. 1,012 29,176 
Comerica, Inc. 380 12,836 
Cullen/Frost Bankers, Inc. 686 32,880 
East West Bancorp, Inc. 1,786 53,526 
First Niagara Financial Group, Inc. 720 6,653 
First Republic Bank 1,190 73,233 
Great Western Bancorp, Inc. 949 23,355 
Hancock Holding Co. 1,372 31,652 
Home Bancshares, Inc. 621 24,542 
Huntington Bancshares, Inc. 2,710 23,713 
Investors Bancorp, Inc. 6,821 77,214 
KeyCorp 6,515 68,733 
MB Financial, Inc. 617 18,831 
Opus Bank 650 20,969 
PacWest Bancorp 1,399 45,020 
Pinnacle Financial Partners, Inc. 937 43,449 
PrivateBancorp, Inc. 1,735 59,615 
Regions Financial Corp. 2,525 18,988 
SVB Financial Group (a) 1,527 135,674 
Talmer Bancorp, Inc. Class A 2,118 35,582 
TCF Financial Corp. 1,450 16,443 
Texas Capital Bancshares, Inc. (a) 375 12,124 
Umpqua Holdings Corp. 3,827 57,558 
United Community Bank, Inc. 4,420 76,510 
Webster Financial Corp. 3,095 104,023 
  1,257,869 
Capital Markets - 2.8%   
Ameriprise Financial, Inc. 160 13,432 
Ares Capital Corp. 1,545 21,105 
E*TRADE Financial Corp. (a) 10,064 236,101 
Financial Engines, Inc. 1,312 32,013 
Invesco Ltd. 4,020 107,495 
Janus Capital Group, Inc. 1,283 16,589 
Lazard Ltd. Class A 2,840 99,911 
LPL Financial 1,854 37,506 
Oaktree Capital Group LLC Class A 960 44,064 
Raymond James Financial, Inc. 1,718 75,317 
SEI Investments Co. 1,220 46,567 
Stifel Financial Corp. (a) 630 18,245 
T. Rowe Price Group, Inc. 305 21,079 
Waddell & Reed Financial, Inc. Class A 280 6,558 
WisdomTree Investments, Inc. 5,323 63,078 
  839,060 
Consumer Finance - 0.6%   
Ally Financial, Inc. (a) 1,676 29,464 
Discover Financial Services 1,365 63,363 
Encore Capital Group, Inc. (a) 1,035 24,064 
SLM Corp. (a) 10,041 58,639 
  175,530 
Diversified Financial Services - 1.3%   
IntercontinentalExchange, Inc. 175 41,731 
Leucadia National Corp. 6,590 95,226 
MarketAxess Holdings, Inc. 443 52,478 
Voya Financial, Inc. 7,500 220,200 
  409,635 
Insurance - 3.0%   
Allied World Assurance Co. Holdings AG 4,425 143,326 
American Equity Investment Life Holding Co. 935 12,716 
American Financial Group, Inc. 407 27,302 
AmTrust Financial Services, Inc. 1,434 35,061 
Aon PLC 78 7,433 
Assurant, Inc. 627 44,580 
Cincinnati Financial Corp. 455 28,729 
Endurance Specialty Holdings Ltd. 1,220 75,969 
FNF Group 5,534 182,511 
FNFV Group (a) 2,160 21,967 
Primerica, Inc. 1,299 54,805 
Reinsurance Group of America, Inc. 354 31,895 
RLI Corp. 92 5,775 
Torchmark Corp. 425 21,769 
Unum Group 500 14,265 
Validus Holdings Ltd. 635 28,518 
White Mountains Insurance Group Ltd. 190 145,703 
Willis Group Holdings PLC 296 33,543 
  915,867 
Real Estate Investment Trusts - 3.9%   
Alexandria Real Estate Equities, Inc. 1,770 140,113 
Altisource Residential Corp. Class B 505 4,737 
Ashford Hospitality Trust, Inc. 1,658 9,169 
Chambers Street Properties 1,846 13,937 
Chesapeake Lodging Trust 547 13,899 
Communications Sales & Leasing, Inc. 550 10,368 
Corporate Office Properties Trust (SBI) 1,202 28,127 
Corrections Corp. of America 668 19,325 
CubeSmart 1,280 38,272 
Duke Realty LP 1,091 22,562 
DuPont Fabros Technology, Inc. 1,670 59,536 
EPR Properties 1,050 65,342 
Essex Property Trust, Inc. 65 13,603 
Extra Space Storage, Inc. 650 53,398 
Hersha Hospitality Trust 1,843 37,100 
Kite Realty Group Trust 928 24,982 
Liberty Property Trust (SBI) 2,610 75,377 
Medical Properties Trust, Inc. 3,046 35,242 
Mid-America Apartment Communities, Inc. 536 48,208 
National Retail Properties, Inc. 530 23,309 
National Storage Affiliates Trust 1,703 30,807 
Physicians Realty Trust 4,575 78,599 
Prologis, Inc. 280 10,769 
Ryman Hospitality Properties, Inc. 1,925 92,150 
SL Green Realty Corp. 1,165 102,730 
Sovran Self Storage, Inc. 205 21,820 
Stag Industrial, Inc. 1,173 20,598 
Sunstone Hotel Investors, Inc. 6,094 78,613 
Weyerhaeuser Co. 780 20,264 
  1,192,956 
Real Estate Management & Development - 1.2%   
Alexander & Baldwin, Inc. 3,982 133,477 
CBRE Group, Inc. (a) 4,410 112,058 
Jones Lang LaSalle, Inc. 241 24,599 
Kennedy-Wilson Holdings, Inc. 4,675 88,919 
  359,053 
Thrifts & Mortgage Finance - 0.4%   
Farmer Mac Class C (non-vtg.) 212 6,879 
Lendingtree, Inc. (a) 550 48,604 
Washington Federal, Inc. 2,660 56,365 
  111,848 
TOTAL FINANCIALS  5,261,818 
HEALTH CARE - 12.4%   
Biotechnology - 1.5%   
ACADIA Pharmaceuticals, Inc. (a) 371 6,403 
Alnylam Pharmaceuticals, Inc. (a) 265 15,521 
Anacor Pharmaceuticals, Inc. (a) 213 13,585 
Atara Biotherapeutics, Inc. (a) 734 12,067 
bluebird bio, Inc. (a) 597 27,593 
Cepheid, Inc. (a) 447 13,267 
DBV Technologies SA sponsored ADR (a) 583 14,662 
Dyax Corp. rights 12/31/19 (a) 741 1,727 
Enanta Pharmaceuticals, Inc. (a) 288 8,176 
Exelixis, Inc. (a) 2,534 9,224 
Halozyme Therapeutics, Inc. (a) 840 6,829 
Juno Therapeutics, Inc. (a) 396 13,927 
Ligand Pharmaceuticals, Inc. Class B (a) 1,230 113,504 
Momenta Pharmaceuticals, Inc. (a) 1,396 11,733 
Myriad Genetics, Inc. (a) 2,019 70,665 
Neurocrine Biosciences, Inc. (a) 842 30,969 
OvaScience, Inc. (a) 3,249 18,032 
Puma Biotechnology, Inc. (a) 175 7,837 
Repligen Corp. (a) 583 15,001 
Seattle Genetics, Inc. (a) 488 14,733 
United Therapeutics Corp. (a) 335 40,850 
  466,305 
Health Care Equipment & Supplies - 4.2%   
Abiomed, Inc. (a) 558 44,646 
Accuray, Inc. (a) 2,250 11,363 
Alere, Inc. (a) 928 49,462 
Align Technology, Inc. (a) 1,217 80,359 
Analogic Corp. 843 63,208 
Anika Therapeutics, Inc. (a) 707 31,907 
Cantel Medical Corp. 307 19,534 
Cryolife, Inc. 1,105 11,835 
Dentsply Sirona, Inc. 1,280 78,029 
DexCom, Inc. (a) 1,381 89,848 
Endologix, Inc. (a) 3,874 33,394 
Glaukos Corp. 653 10,748 
Globus Medical, Inc. (a) 4,960 120,528 
Greatbatch, Inc. (a) 391 14,780 
Hill-Rom Holdings, Inc. 481 22,294 
Hologic, Inc. (a) 2,679 92,774 
Insulet Corp. (a) 427 13,083 
LDR Holding Corp. (a) 2,016 41,832 
Novadaq Technologies, Inc. (a) 534 5,132 
Novadaq Technologies, Inc. (a) 1,000 9,610 
NuVasive, Inc. (a) 450 18,810 
NxStage Medical, Inc. (a) 1,052 15,675 
Quidel Corp. (a) 909 14,244 
Sirona Dental Systems, Inc. (a) 248 27,427 
St. Jude Medical, Inc. 375 20,134 
Steris PLC 1,556 100,082 
The Cooper Companies, Inc. 441 63,045 
The Spectranetics Corp. (a) 2,322 32,926 
West Pharmaceutical Services, Inc. 1,745 108,225 
Zimmer Biomet Holdings, Inc. 280 27,107 
  1,272,041 
Health Care Providers & Services - 3.3%   
Air Methods Corp. (a) 657 23,869 
Amedisys, Inc. (a) 515 18,921 
AMN Healthcare Services, Inc. (a) 1,133 32,211 
AmSurg Corp. (a) 1,586 107,927 
Brookdale Senior Living, Inc. (a) 8,559 122,993 
Capital Senior Living Corp. (a) 2,821 48,183 
Centene Corp. (a) 1,545 88,003 
Chemed Corp. 280 35,980 
Community Health Systems, Inc. (a) 532 8,044 
Envision Healthcare Holdings, Inc. (a) 606 13,326 
ExamWorks Group, Inc. (a) 1,293 37,626 
Five Star Quality Care, Inc. (a) 8,331 19,744 
HealthEquity, Inc. (a) 678 14,116 
HealthSouth Corp. 2,918 102,801 
Henry Schein, Inc. (a) 225 37,226 
LifePoint Hospitals, Inc. (a) 371 23,136 
MEDNAX, Inc. (a) 503 33,721 
Premier, Inc. (a) 3,573 116,194 
Select Medical Holdings Corp. 1,544 15,116 
Universal Health Services, Inc. Class B 380 41,941 
VCA, Inc. (a) 1,001 51,081 
  992,159 
Health Care Technology - 0.4%   
Allscripts Healthcare Solutions, Inc. (a) 1,860 23,287 
athenahealth, Inc. (a) 146 18,844 
Cerner Corp. (a) 255 13,020 
HMS Holdings Corp. (a) 1,958 25,787 
Medidata Solutions, Inc. (a) 415 14,318 
Omnicell, Inc. (a) 633 17,325 
  112,581 
Life Sciences Tools & Services - 1.5%   
Affymetrix, Inc. (a) 1,494 20,976 
Bio-Rad Laboratories, Inc. Class A (a) 270 36,353 
Bio-Techne Corp. 240 20,602 
Cambrex Corp. (a) 505 19,478 
Charles River Laboratories International, Inc. (a) 1,900 139,517 
Fluidigm Corp. (a) 680 4,508 
ICON PLC (a) 570 40,561 
Luminex Corp. (a) 100 1,868 
PAREXEL International Corp. (a) 951 55,814 
PerkinElmer, Inc. 1,218 57,563 
Sequenom, Inc. (a) 9,226 13,562 
VWR Corp. (a) 896 21,862 
Waters Corp. (a) 216 25,987 
  458,651 
Pharmaceuticals - 1.5%   
Akorn, Inc. (a) 1,792 47,649 
Catalent, Inc. (a) 791 19,198 
DepoMed, Inc. (a) 1,482 22,645 
Flamel Technologies SA sponsored ADR (a) 2,423 21,153 
GW Pharmaceuticals PLC ADR (a) 1,694 69,623 
Horizon Pharma PLC (a) 4,763 81,733 
Impax Laboratories, Inc. (a) 353 11,540 
Jazz Pharmaceuticals PLC (a) 680 82,674 
Nektar Therapeutics (a) 1,671 18,665 
Perrigo Co. PLC 118 14,898 
Prestige Brands Holdings, Inc. (a) 407 19,902 
Relypsa, Inc. (a) 406 5,384 
Revance Therapeutics, Inc. (a) 719 12,716 
Supernus Pharmaceuticals, Inc. (a) 1,374 17,230 
TherapeuticsMD, Inc. (a) 4,525 27,648 
  472,658 
TOTAL HEALTH CARE  3,774,395 
INDUSTRIALS - 13.8%   
Aerospace & Defense - 1.6%   
AeroVironment, Inc. (a) 530 13,186 
BE Aerospace, Inc. 747 32,584 
Curtiss-Wright Corp. 205 14,471 
HEICO Corp. Class A 3,093 135,164 
Hexcel Corp. 2,350 97,126 
Huntington Ingalls Industries, Inc. 220 28,833 
KEYW Holding Corp. (a) 2,525 15,731 
Spirit AeroSystems Holdings, Inc. Class A (a) 735 33,810 
Teledyne Technologies, Inc. (a) 397 33,816 
Textron, Inc. 540 18,441 
TransDigm Group, Inc. (a) 218 46,560 
Triumph Group, Inc. 407 12,397 
  482,119 
Air Freight & Logistics - 0.2%   
Forward Air Corp. 1,695 69,020 
Airlines - 0.4%   
Air Canada (a) 6,761 36,079 
Allegiant Travel Co. 145 23,763 
Hawaiian Holdings, Inc. (a) 170 7,313 
JetBlue Airways Corp. (a) 1,855 40,810 
Southwest Airlines Co. 205 8,600 
  116,565 
Building Products - 1.2%   
A.O. Smith Corp. 1,004 70,662 
Armstrong World Industries, Inc. (a) 1,045 42,354 
Fortune Brands Home & Security, Inc. 1,240 62,273 
Masonite International Corp. (a) 1,342 77,178 
Owens Corning 2,110 90,561 
Universal Forest Products, Inc. 265 20,331 
  363,359 
Commercial Services & Supplies - 1.9%   
Casella Waste Systems, Inc. Class A (a) 12,661 75,080 
Clean Harbors, Inc. (a) 2,392 101,899 
Covanta Holding Corp. 1,350 18,806 
Herman Miller, Inc. 555 14,480 
Interface, Inc. 3,591 57,097 
Knoll, Inc. 2,080 39,728 
Pitney Bowes, Inc. 1,122 20,331 
Ritchie Brothers Auctioneers, Inc. 3,886 92,914 
Steelcase, Inc. Class A 3,464 43,265 
The Brink's Co. 3,305 96,671 
  560,271 
Construction & Engineering - 0.5%   
KBR, Inc. 9,110 125,991 
Quanta Services, Inc. (a) 1,203 24,409 
  150,400 
Electrical Equipment - 1.1%   
Acuity Brands, Inc. 290 60,735 
Encore Wire Corp. 1,775 64,149 
Generac Holdings, Inc. (a) 733 25,464 
Hubbell, Inc. Class B 802 79,687 
Regal Beloit Corp. 813 44,374 
Rockwell Automation, Inc. 150 15,614 
Sensata Technologies Holding BV (a) 1,246 42,501 
  332,524 
Industrial Conglomerates - 0.1%   
Carlisle Companies, Inc. 371 33,449 
Machinery - 3.4%   
Allison Transmission Holdings, Inc. 9,952 235,663 
CLARCOR, Inc. 493 23,733 
Donaldson Co., Inc. 1,007 28,438 
Harsco Corp. 1,290 4,889 
IDEX Corp. 397 29,839 
ITT Corp. 4,513 159,128 
Kennametal, Inc. 1,290 25,968 
Lincoln Electric Holdings, Inc. 570 31,105 
Manitowoc Co., Inc. 2,576 40,830 
Meritor, Inc. (a) 1,150 8,545 
Middleby Corp. (a) 737 68,246 
Nordson Corp. 246 17,631 
Proto Labs, Inc. (a) 347 22,579 
Stanley Black & Decker, Inc. 540 50,765 
Tennant Co. 849 39,512 
Terex Corp. 565 12,645 
Twin Disc, Inc. 530 4,606 
Valmont Industries, Inc. 105 11,870 
WABCO Holdings, Inc. (a) 259 24,424 
Wabtec Corp. 1,497 105,688 
Woodward, Inc. 1,459 68,500 
Xylem, Inc. 678 25,364 
  1,039,968 
Marine - 0.2%   
Danaos Corp. (a) 850 3,766 
Kirby Corp. (a) 1,132 64,083 
  67,849 
Professional Services - 1.1%   
Advisory Board Co. (a) 465 13,713 
CEB, Inc. 1,368 74,241 
Equifax, Inc. 100 10,488 
Huron Consulting Group, Inc. (a) 627 34,811 
Korn/Ferry International 2,821 80,173 
On Assignment, Inc. (a) 804 26,540 
TransUnion Holding Co., Inc. 1,760 46,411 
TriNet Group, Inc. (a) 1,418 18,562 
TrueBlue, Inc. (a) 1,370 31,442 
  336,381 
Road & Rail - 1.1%   
Avis Budget Group, Inc. (a) 550 14,102 
Heartland Express, Inc. 3,209 59,046 
Kansas City Southern 200 16,342 
Knight Transportation, Inc. 3,792 91,880 
Old Dominion Freight Lines, Inc. (a) 917 59,202 
Roadrunner Transportation Systems, Inc. (a) 1,773 20,673 
Ryder System, Inc. 300 17,016 
Saia, Inc. (a) 779 20,449 
Swift Transporation Co. (a) 1,056 17,994 
  316,704 
Trading Companies & Distributors - 1.0%   
AerCap Holdings NV (a) 2,955 105,582 
HD Supply Holdings, Inc. (a) 2,676 74,366 
MSC Industrial Direct Co., Inc. Class A 1,243 86,488 
Watsco, Inc. 231 29,464 
WESCO International, Inc. (a) 416 18,325 
  314,225 
TOTAL INDUSTRIALS  4,182,834 
INFORMATION TECHNOLOGY - 21.1%   
Communications Equipment - 1.3%   
Applied Optoelectronics, Inc. (a) 1,821 32,760 
Arris International PLC (a) 2,125 50,766 
Brocade Communications Systems, Inc. 3,280 32,570 
Ciena Corp. (a) 5,066 103,853 
Finisar Corp. (a) 740 10,789 
Infinera Corp. (a) 2,751 43,163 
Lumentum Holdings, Inc. (a) 1,270 30,518 
NetScout Systems, Inc. (a) 790 16,329 
ShoreTel, Inc. (a) 1,707 12,615 
Sonus Networks, Inc. (a) 1,450 11,296 
Viavi Solutions, Inc. (a) 7,260 47,408 
  392,067 
Electronic Equipment & Components - 4.2%   
Belden, Inc. 528 28,919 
CDW Corp. 3,562 140,984 
Cognex Corp. 1,325 49,038 
Coherent, Inc. (a) 410 34,686 
Dolby Laboratories, Inc. Class A 320 12,640 
FEI Co. 752 61,092 
FLIR Systems, Inc. 2,739 84,799 
II-VI, Inc. (a) 980 21,511 
Ingram Micro, Inc. Class A 1,423 50,943 
IPG Photonics Corp. (a) 828 68,277 
Itron, Inc. (a) 540 21,514 
Keysight Technologies, Inc. (a) 1,377 35,926 
Littelfuse, Inc. 220 24,996 
Maxwell Technologies, Inc. (a) 1,490 8,538 
Mercury Systems, Inc. (a) 1,400 22,876 
Methode Electronics, Inc. Class A 2,413 68,939 
Orbotech Ltd. (a) 2,290 51,869 
OSI Systems, Inc. (a) 416 25,114 
Rogers Corp. (a) 365 19,498 
ScanSource, Inc. (a) 1,414 52,869 
SYNNEX Corp. 721 67,796 
Tech Data Corp. (a) 1,255 88,365 
Trimble Navigation Ltd. (a) 4,101 95,389 
Universal Display Corp. (a) 1,301 62,162 
VeriFone Systems, Inc. (a) 430 10,273 
Zebra Technologies Corp. Class A (a) 958 59,185 
  1,268,198 
Internet Software & Services - 3.0%   
Akamai Technologies, Inc. (a) 495 26,715 
Alphabet, Inc. Class C 119 83,035 
Apigee Corp. 901 5,271 
Autobytel, Inc. (a) 527 10,118 
Baidu.com, Inc. sponsored ADR (a) 28 4,856 
Bankrate, Inc. (a) 1,190 9,115 
Care.com, Inc. (a) 3,503 21,228 
ChannelAdvisor Corp. (a) 2,608 27,723 
Cimpress NV (a) 427 37,653 
comScore, Inc. (a) 149 6,131 
CoStar Group, Inc. (a) 314 55,597 
Demandware, Inc. (a) 841 29,174 
Facebook, Inc. Class A (a) 155 16,573 
Five9, Inc. (a) 489 3,936 
GoDaddy, Inc. (a) 2,254 70,663 
j2 Global, Inc. 273 19,951 
LogMeIn, Inc. (a) 2,230 113,507 
Marketo, Inc. (a) 2,455 41,416 
Match Group, Inc. (a) 2,683 29,218 
Monster Worldwide, Inc. (a) 2,743 8,174 
New Relic, Inc. (a) 645 17,170 
Pandora Media, Inc. (a) 1,050 10,731 
Rackspace Hosting, Inc. (a) 1,407 30,293 
SciQuest, Inc. (a) 3,583 43,533 
Shutterstock, Inc. (a) 723 25,233 
SPS Commerce, Inc. (a) 480 21,466 
Stamps.com, Inc. (a) 741 87,831 
Twitter, Inc. (a) 683 12,376 
Web.com Group, Inc. (a) 559 10,146 
Wix.com Ltd. (a) 556 10,692 
XO Group, Inc. (a) 1,283 18,321 
  907,846 
IT Services - 3.6%   
Acxiom Corp. (a) 1,630 33,806 
Alliance Data Systems Corp. (a) 104 21,854 
Amdocs Ltd. 500 28,380 
Black Knight Financial Services, Inc. Class A 2,291 67,149 
Booz Allen Hamilton Holding Corp. Class A 936 25,834 
Cognizant Technology Solutions Corp. Class A (a) 203 11,567 
Convergys Corp. 410 10,570 
CoreLogic, Inc. (a) 4,855 167,934 
DST Systems, Inc. 200 20,916 
EPAM Systems, Inc. (a) 526 35,968 
Euronet Worldwide, Inc. (a) 3,346 219,297 
ExlService Holdings, Inc. (a) 436 20,531 
Fidelity National Information Services, Inc. 450 26,213 
Gartner, Inc. Class A (a) 694 57,186 
Genpact Ltd. (a) 3,030 80,083 
Global Payments, Inc. 1,490 90,816 
Lionbridge Technologies, Inc. (a) 5,403 23,827 
MoneyGram International, Inc. (a) 1,340 7,209 
Neustar, Inc. Class A (a) 970 24,124 
Total System Services, Inc. 905 39,440 
Vantiv, Inc. (a) 890 46,316 
Virtusa Corp. (a) 681 24,107 
  1,083,127 
Semiconductors & Semiconductor Equipment - 3.3%   
Atmel Corp. 2,914 23,545 
Cavium, Inc. (a) 1,806 107,439 
Ceva, Inc. (a) 450 8,825 
Cypress Semiconductor Corp. 1,375 10,973 
First Solar, Inc. (a) 400 28,748 
FormFactor, Inc. (a) 1,600 12,160 
Inphi Corp. (a) 558 14,117 
Integrated Device Technology, Inc. (a) 1,975 38,355 
Lam Research Corp. 1,005 73,667 
M/A-COM Technology Solutions Holdings, Inc. (a) 963 36,498 
Maxim Integrated Products, Inc. 918 31,083 
Mellanox Technologies Ltd. (a) 3,338 169,604 
Microsemi Corp. (a) 782 27,081 
MKS Instruments, Inc. 620 20,398 
Monolithic Power Systems, Inc. 1,780 105,127 
Power Integrations, Inc. 442 20,257 
Rambus, Inc. (a) 2,600 33,878 
Rudolph Technologies, Inc. (a) 500 6,480 
Silicon Laboratories, Inc. (a) 442 18,233 
Skyworks Solutions, Inc. 925 61,466 
Teradyne, Inc. 1,290 24,613 
Ultratech, Inc. (a) 1,490 30,217 
United Microelectronics Corp. sponsored ADR 21,787 45,099 
Veeco Instruments, Inc. (a) 3,051 56,596 
  1,004,459 
Software - 5.3%   
Adobe Systems, Inc. (a) 118 10,048 
ANSYS, Inc. (a) 80 6,642 
Aspen Technology, Inc. (a) 1,438 47,411 
Autodesk, Inc. (a) 535 27,681 
Barracuda Networks, Inc. (a) 1,948 25,051 
Bottomline Technologies, Inc. (a) 978 27,589 
BroadSoft, Inc. (a) 660 24,347 
CA Technologies, Inc. 455 13,327 
Cadence Design Systems, Inc. (a) 5,212 112,319 
Callidus Software, Inc. (a) 5,161 70,861 
Check Point Software Technologies Ltd. (a) 127 10,550 
CommVault Systems, Inc. (a) 1,775 66,509 
Covisint Corp. (a) 6,889 13,434 
Descartes Systems Group, Inc. (a) 936 15,987 
Descartes Systems Group, Inc. (a) 146 2,500 
Electronic Arts, Inc. (a) 663 42,591 
EPIQ Systems, Inc. 408 5,581 
Fair Isaac Corp. 256 25,477 
Fleetmatics Group PLC (a) 1,979 71,462 
Gigamon, Inc. (a) 250 6,843 
Guidance Software, Inc. (a) 799 4,275 
Guidewire Software, Inc. (a) 484 23,827 
HubSpot, Inc. (a) 252 10,498 
Interactive Intelligence Group, Inc. (a) 778 23,286 
Manhattan Associates, Inc. (a) 930 51,392 
Mentor Graphics Corp. 1,912 36,519 
MicroStrategy, Inc. Class A (a) 156 25,099 
Model N, Inc. (a) 2,124 21,920 
Nuance Communications, Inc. (a) 4,495 87,697 
Paycom Software, Inc. (a) 1,440 45,907 
Progress Software Corp. (a) 325 8,197 
Proofpoint, Inc. (a) 400 18,736 
PROS Holdings, Inc. (a) 328 3,605 
QAD, Inc. Class A 283 5,538 
Qlik Technologies, Inc. (a) 774 17,972 
Qualys, Inc. (a) 2,319 57,905 
RealPage, Inc. (a) 745 14,937 
RingCentral, Inc. (a) 1,802 33,337 
Rovi Corp. (a) 1,630 37,131 
SeaChange International, Inc. (a) 1,680 9,694 
Silver Spring Networks, Inc. (a) 1,300 16,250 
Solera Holdings, Inc. 1,314 73,190 
SS&C Technologies Holdings, Inc. 627 36,548 
Synchronoss Technologies, Inc. (a) 982 27,506 
Synopsys, Inc. (a) 532 23,807 
Take-Two Interactive Software, Inc. (a) 1,552 55,856 
Tangoe, Inc. (a) 1,014 8,203 
Ultimate Software Group, Inc. (a) 600 103,056 
Verint Systems, Inc. (a) 1,839 65,340 
Xura, Inc. (a) 1,275 25,028 
Zendesk, Inc. (a) 750 13,725 
  1,612,191 
Technology Hardware, Storage & Peripherals - 0.4%   
Cray, Inc. (a) 571 24,216 
Electronics for Imaging, Inc. (a) 1,147 45,433 
NCR Corp. (a) 112 2,616 
Quantum Corp. (a) 4,550 2,321 
Stratasys Ltd. (a) 1,312 24,731 
Super Micro Computer, Inc. (a) 463 15,034 
  114,351 
TOTAL INFORMATION TECHNOLOGY  6,382,239 
MATERIALS - 4.9%   
Chemicals - 2.2%   
Albemarle Corp. U.S. 2,595 145,891 
Ashland, Inc. 271 25,824 
Axalta Coating Systems (a) 1,260 32,710 
Celanese Corp. Class A 1,430 86,286 
Chemtura Corp. (a) 1,229 31,008 
FMC Corp. 488 18,368 
H.B. Fuller Co. 2,917 112,275 
Methanex Corp. 2,934 92,812 
PolyOne Corp. 717 19,294 
The Mosaic Co. 2,414 64,333 
The Scotts Miracle-Gro Co. Class A 465 32,094 
  660,895 
Construction Materials - 0.6%   
Eagle Materials, Inc. 2,090 126,278 
Headwaters, Inc. (a) 1,810 31,892 
Martin Marietta Materials, Inc. 178 25,386 
  183,556 
Containers & Packaging - 1.4%   
Avery Dennison Corp. 510 33,211 
Berry Plastics Group, Inc. (a) 5,461 170,001 
Crown Holdings, Inc. (a) 670 31,390 
Graphic Packaging Holding Co. 6,180 76,199 
WestRock Co. 3,176 107,254 
  418,055 
Metals & Mining - 0.7%   
Cliffs Natural Resources, Inc. (a) 1,950 4,212 
New Gold, Inc. (a) 19,104 64,668 
Newmont Mining Corp. 23 594 
Nucor Corp. 2,125 83,598 
Yamana Gold, Inc. 20,465 57,931 
  211,003 
Paper & Forest Products - 0.0%   
Mercer International, Inc. (SBI) 1,450 13,195 
TOTAL MATERIALS  1,486,704 
TELECOMMUNICATION SERVICES - 1.4%   
Diversified Telecommunication Services - 1.4%   
8x8, Inc. (a) 6,583 76,560 
inContact, Inc. (a) 13,373 123,968 
Level 3 Communications, Inc. (a) 3,245 157,545 
SBA Communications Corp. Class A (a) 383 36,343 
Vonage Holdings Corp. (a) 3,210 17,238 
  411,654 
Wireless Telecommunication Services - 0.0%   
Telephone & Data Systems, Inc. 300 8,016 
U.S. Cellular Corp. (a) 210 8,694 
  16,710 
TOTAL TELECOMMUNICATION SERVICES  428,364 
UTILITIES - 1.4%   
Electric Utilities - 0.3%   
Allete, Inc. 320 16,966 
Great Plains Energy, Inc. 1,253 36,763 
ITC Holdings Corp. 351 14,261 
Westar Energy, Inc. 568 24,685 
  92,675 
Independent Power and Renewable Electricity Producers - 0.2%   
Atlantic Power Corp. 3,650 6,259 
Calpine Corp. (a) 1,057 13,276 
Dynegy, Inc. (a) 1,050 10,584 
NRG Energy, Inc. 1,443 15,556 
Ormat Technologies, Inc. 440 16,790 
  62,465 
Multi-Utilities - 0.9%   
Ameren Corp. 2,125 99,769 
Avangrid, Inc. 484 18,774 
Black Hills Corp. 1,205 67,492 
DTE Energy Co. 1,145 96,317 
  282,352 
TOTAL UTILITIES  437,492 
TOTAL COMMON STOCKS   
(Cost $27,203,046)  27,862,485 
Equity Funds - 1.0%   
Sector Funds - 1.0%   
PowerShares S&P SmallCap Financials Portfolio ETF   
(Cost $274,502) 7,690 292,430 
 Principal Amount  
U.S. Treasury Obligations - 0.2%   
U.S. Treasury Bills, yield at date of purchase 0.31% 4/28/16 (b)   
(Cost $79,960) $80,000 79,965 
 Shares  
Money Market Funds - 6.8%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (c)   
(Cost $2,048,348) 2,048,348 2,048,348 
TOTAL INVESTMENT PORTFOLIO - 100.0%   
(Cost $29,605,856)  30,283,228 
NET OTHER ASSETS (LIABILITIES) - 0.0%  (1,280) 
NET ASSETS - 100%  $30,281,948 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/(Depreciation) 
Purchased    
Equity Index Contracts    
5 CME E-mini S&P MidCap 400 Index Contracts (United States) March 2016 $666,350 $(14,684) 
6 ICE Russell 2000 Index Contracts (United States) March 2016 619,020 (51,743) 
TOTAL FUTURES CONTRACTS   $(66,427) 

The face value of futures purchased as a percentage of Net Assets is 4.2%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Non-income producing

 (b) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $79,965.

 (c) The rate quoted is the annualized seven-day yield of the fund at period end.


Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $4,656,464 $4,656,464 $-- $-- 
Consumer Staples 564,643 564,643 -- -- 
Energy 687,532 687,532 -- -- 
Financials 5,261,818 5,261,818 -- -- 
Health Care 3,774,395 3,772,668 -- 1,727 
Industrials 4,182,834 4,182,834 -- -- 
Information Technology 6,382,239 6,382,239 -- -- 
Materials 1,486,704 1,486,704 -- -- 
Telecommunication Services 428,364 428,364 -- -- 
Utilities 437,492 437,492 -- -- 
Equity Funds 292,430 292,430 -- -- 
Other Short-Term Investments 79,965 -- 79,965 -- 
Money Market Funds 2,048,348 2,048,348 -- -- 
Total Investments in Securities: $30,283,228 $30,201,536 $79,965 $1,727 
Derivative Instruments:     
Liabilities     
Futures Contracts $(66,427) $(66,427) $-- $-- 
Total Liabilities $(66,427) $(66,427) $-- $-- 
Total Derivative Instruments: $(66,427) $(66,427) $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $0 $(66,427) 
Total Equity Risk (66,427) 
Total Value of Derivatives $0 $(66,427) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $29,605,856) 
 $30,283,228 
Receivable for investments sold  271,786 
Receivable for fund shares sold  4,354 
Dividends receivable  20,094 
Interest receivable  167 
Prepaid expenses  17 
Receivable from investment adviser for expense reductions  5,711 
Other receivables  310 
Total assets  30,585,667 
Liabilities   
Payable for investments purchased $225,541  
Accrued management fee 19,103  
Distribution and service plan fees payable 19  
Payable for daily variation margin for derivative instruments 4,830  
Audit fee payable 38,763  
Other affiliated payables 3,289  
Other payables and accrued expenses 12,174  
Total liabilities  303,719 
Net Assets  $30,281,948 
Net Assets consist of:   
Paid in capital  $30,001,471 
Accumulated net investment loss  (6,235) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (324,233) 
Net unrealized appreciation (depreciation) on investments  610,945 
Net Assets  $30,281,948 
Small-Mid Cap Multi-Manager:   
Net Asset Value, offering price and redemption price per share ($28,620,933 ÷ 3,143,776 shares)  $9.10 
Class F:   
Net Asset Value, offering price and redemption price per share ($1,467,518 ÷ 160,672 shares)  $9.13 
Class L:   
Net Asset Value, offering price and redemption price per share ($97,023 ÷ 10,668 shares)  $9.09 
Class N:   
Net Asset Value, offering price and redemption price per share ($96,474 ÷ 10,636 shares)  $9.07 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $330,226 
Interest  334 
Total income  330,560 
Expenses   
Management fee $264,056  
Transfer agent fees 31,355  
Distribution and service plan fees 271  
Accounting fees and expenses 13,071  
Custodian fees and expenses 57,853  
Independent trustees' compensation 373  
Registration fees 40,810  
Audit 62,921  
Legal 1,001  
Miscellaneous 403  
Total expenses before reductions 472,114  
Expense reductions (83,686) 388,428 
Net investment income (loss)  (57,868) 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 1,466,065  
Foreign currency transactions 2,925  
Futures contracts (30,053)  
Total net realized gain (loss)  1,438,937 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(6,242,817)  
Assets and liabilities in foreign currencies  
Futures contracts (124,785)  
Total change in net unrealized appreciation (depreciation)  (6,367,599) 
Net gain (loss)  (4,928,662) 
Net increase (decrease) in net assets resulting from operations  $(4,986,530) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $(57,868) $(117,041) 
Net realized gain (loss) 1,438,937 6,710,123 
Change in net unrealized appreciation (depreciation) (6,367,599) (4,244,918) 
Net increase (decrease) in net assets resulting from operations (4,986,530) 2,348,164 
Distributions to shareholders from net realized gain (2,307,894) (7,543,706) 
Share transactions - net increase (decrease) 3,132,287 (18,356,959) 
Redemption fees 218 418 
Total increase (decrease) in net assets (4,161,919) (23,552,083) 
Net Assets   
Beginning of period 34,443,867 57,995,950 
End of period (including accumulated net investment loss of $6,235 and accumulated net investment loss of $200, respectively) $30,281,948 $34,443,867 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund

Years ended February 28, 2016 A 2015 2014 2013 2012 B 
Selected Per–Share Data      
Net asset value, beginning of period $11.40 $13.46 $12.25 $11.24 $10.00 
Income from Investment Operations      
Net investment income (loss)C (.02) (.04) (.03) .04 D 
Net realized and unrealized gain (loss) (1.54) .70 3.24 1.30 1.25 
Total from investment operations (1.56) .66 3.21 1.34 1.25 
Distributions from net investment income – – – (.04)E – 
Distributions from net realized gain (.74) (2.72) (2.00) (.30)E (.01)E 
Total distributions (.74) (2.72) (2.00) (.33)F (.01) 
Redemption fees added to paid in capitalC D D D D – 
Net asset value, end of period $9.10 $11.40 $13.46 $12.25 $11.24 
Total ReturnG,H (14.27)% 5.88% 27.21% 12.26% 12.46% 
Ratios to Average Net AssetsI      
Expenses before reductions 1.41% 1.34% 1.25% 1.16% 1.58%J 
Expenses net of fee waivers, if any 1.16% 1.16% 1.16% 1.16% 1.16%J 
Expenses net of all reductions 1.16% 1.16% 1.16% 1.16% 1.16%J 
Net investment income (loss) (.18)% (.29)% (.19)% .35% (.19)%J 
Supplemental Data      
Net assets, end of period (000 omitted) $28,621 $32,904 $57,019 $44,361 $39,375 
Portfolio turnover rateK 89% 85% 117% 66% 11%L 

 A For the year ended February 29.

 B For the period December 20, 2011 (commencement of operations) to February 29, 2012.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.005 per share.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Total distributions of $.33 per share is comprised of distributions from net investment income of $.036 and distributions from net realized gain of $.296 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.

 L Amount not annualized.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund Class F

Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $11.42 $13.47 $12.25 $11.49 
Income from Investment Operations     
Net investment income (loss)C (.01) (.02) (.01) .01 
Net realized and unrealized gain (loss) (1.54) .69 3.24 .91 
Total from investment operations (1.55) .67 3.23 .92 
Distributions from net investment income – – – (.04)D 
Distributions from net realized gain (.74) (2.72) (2.01) (.12)D 
Total distributions (.74) (2.72) (2.01) (.16) 
Redemption fees added to paid in capitalC,E – – – – 
Net asset value, end of period $9.13 $11.42 $13.47 $12.25 
Total ReturnF,G (14.16)% 5.95% 27.40% 8.11% 
Ratios to Average Net AssetsH     
Expenses before reductions 1.31% 1.29% 1.24% 1.11%I 
Expenses net of fee waivers, if any 1.06% 1.06% 1.06% 1.06%I 
Expenses net of all reductions 1.06% 1.06% 1.05% 1.06%I 
Net investment income (loss) (.08)% (.19)% (.09)% .38%I 
Supplemental Data     
Net assets, end of period (000 omitted) $1,468 $1,314 $763 $186 
Portfolio turnover rateJ 89% 85% 117% 66% 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 E Amount represents less than $.005 per share.

 F Total returns for periods of less than one year are not annualized.

 G Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 I Annualized

 J Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund Class L

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $11.39 $13.45 $14.28 
Income from Investment Operations    
Net investment income (loss)C (.02) (.04) (.01) 
Net realized and unrealized gain (loss) (1.54) .70 .93 
Total from investment operations (1.56) .66 .92 
Distributions from net realized gain (.74) (2.72) (1.75) 
Total distributions (.74) (2.72) (1.75) 
Redemption fees added to paid in capitalC,D – – – 
Net asset value, end of period $9.09 $11.39 $13.45 
Total ReturnE,F (14.29)% 5.89% 6.84% 
Ratios to Average Net AssetsG    
Expenses before reductions 1.40% 1.37% 1.54%H 
Expenses net of fee waivers, if any 1.16% 1.16% 1.16%H 
Expenses net of all reductions 1.16% 1.16% 1.16%H 
Net investment income (loss) (.18)% (.29)% (.17)%H 
Supplemental Data    
Net assets, end of period (000 omitted) $97 $113 $107 
Portfolio turnover rateI 89% 85% 117% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund Class N

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $11.38 $13.44 $14.28 
Income from Investment Operations    
Net investment income (loss)C (.05) (.07) (.02) 
Net realized and unrealized gain (loss) (1.52) .70 .92 
Total from investment operations (1.57) .63 .90 
Distributions from net realized gain (.74) (2.69) (1.74) 
Total distributions (.74) (2.69) (1.74) 
Redemption fees added to paid in capitalC,D – – – 
Net asset value, end of period $9.07 $11.38 $13.44 
Total ReturnE,F (14.42)% 5.62% 6.73% 
Ratios to Average Net AssetsG    
Expenses before reductions 1.65% 1.62% 1.81%H 
Expenses net of fee waivers, if any 1.41% 1.41% 1.41%H 
Expenses net of all reductions 1.41% 1.41% 1.41%H 
Net investment income (loss) (.43)% (.54)% (.42)%H 
Supplemental Data    
Net assets, end of period (000 omitted) $96 $113 $107 
Portfolio turnover rateI 89% 85% 117% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Small-Mid Cap Multi-Manager Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund offers Small-Mid Cap Multi-Manager Fund, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers, Inc. (Strategic Advisers) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, deferred trustees compensation, net operating losses and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $3,402,479 
Gross unrealized depreciation (3,028,617) 
Net unrealized appreciation (depreciation) on securities $373,862 
Tax Cost $29,909,366 

The tax-based components of distributable earnings as of period end were as follows:

Net unrealized appreciation (depreciation) on securities and other investments $373,862 

The Fund intends to elect to defer to its next fiscal year $87,144 of capital losses recognized during the period November 1, 2015 to February 29, 2016. The Fund intends to elect to defer to its next fiscal year $5,937 of ordinary losses recognized during the period January 1, 2016 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $57,528 $ 1,356,523 
Long-term Capital Gains 2,250,366 6,187,183 
Total $2,307,894 $ 7,543,706 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days may have been subject to a redemption fee equal to 1.50% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risks:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $(30,053) and a change in net unrealized appreciation (depreciation) of $(124,785) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities, aggregated $28,266,691 and $28,247,857, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.15% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .78% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. Advisory Research, Inc., Arrowpoint Asset Management, LLC, Fisher Investments, Invesco Advisers, Inc., Kennedy Capital Management, Inc., Neuberger Berman Investment Advisers LLC (NBIA) (formerly Neuberger Berman Management, LLC), Portolan Capital Management, LLC, RS Investment Management Co. LLC, Systematic Financial Management, L.P. and The Boston Company Asset Management, LLC each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

AllianceBernstein, L.P. (AB) and FIAM LLC (FIAM) (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, have been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, these sub-advisers have not been allocated any portion of the Fund's assets. These sub-advisers in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

In March 2016, the Board of Trustees approved the appointment of J.P. Morgan Investment Management, Inc. (J.P. Morgan) as an additional sub-adviser for the Fund. Subsequent to period end, J.P. Morgan was allocated a portion of the Fund's assets. In addition, subsequent to period end, the following sub-advisers no longer manage a portion of the Fund's assets: Advisory Research, Inc., Fisher Investments, Invesco Advisers, Inc., Kennedy Capital Management, Inc., Neuberger Berman Investment Advisers LLC (NBIA) and RS Investment Management, LLC.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $271 $271 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
Small-Mid Cap Multi-Manager $31,154 .10 
Class L 101 .09 
Class N 100 .09 
 $31,355  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviseror Sub-adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $141 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $49 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

The investment adviser has voluntarily agreed to waive the Fund's management fee in an amount equal to .01% of the Fund's average net assets. During the period, this waiver reduced the Fund's management fee by $3,360.

The investment adviser has also contractually agreed to reimburse Small-Mid Cap Multi-Manager, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Small-Mid Cap Multi-Manager 1.16% $75,334 
Class F 1.06% 3,526 
Class L 1.16% 250 
Class N 1.41% 251 

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $42 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of class-level operating expenses as follows:

 Amount 
Small-Mid Cap Multi-Manager $919 
Class L 
Class N 
 $923 

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended February 29, 2016 February 28, 2015 
From net realized gain   
Small-Mid Cap Multi-Manager $2,192,558 $7,265,773 
Class F 100,434 233,738 
Class L 7,482 22,236 
Class N 7,420 21,959 
Total $2,307,894 $7,543,706 

9. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
Years ended February 29, 2016 February 28, 2015 February 29, 2016 February 28, 2015 
Small-Mid Cap Multi-Manager     
Shares sold 68,234 113,122 $721,553 $1,444,927 
Reinvestment of distributions 215,320 642,246 2,192,558 7,265,773 
Shares redeemed (26,828) (2,104,296) (271,699) (27,818,119) 
Net increase (decrease) 256,726 (1,348,928) $2,642,412 $(19,107,419) 
Class F     
Shares sold 64,042 45,500 $679,517 $572,509 
Reinvestment of distributions 9,889 20,962 100,434 233,738 
Shares redeemed (28,287) (8,120) (304,978) (99,982) 
Net increase (decrease) 45,644 58,342 $474,973 $706,265 
Class L     
Reinvestment of distributions 735 1,989 7,482 22,236 
Net increase (decrease) 735 1,989 $7,482 $22,236 
Class N     
Reinvestment of distributions 731 1,964 7,420 21,959 
Net increase (decrease) 731 1,964 $7,420 $21,959 

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 93% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Small-Mid Cap Multi-Manager Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Small-Mid Cap Multi-Manager Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Small-Mid Cap Multi-Manager Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Small-Mid Cap Multi-Manager 1.16%    
Actual  $1,000.00 $898.90 $5.48 
Hypothetical-C  $1,000.00 $1,019.10 $5.82 
Class F 1.06%    
Actual  $1,000.00 $899.20 $5.01 
Hypothetical-C  $1,000.00 $1,019.59 $5.32 
Class L 1.16%    
Actual  $1,000.00 $898.80 $5.48 
Hypothetical-C  $1,000.00 $1,019.10 $5.82 
Class N 1.41%    
Actual  $1,000.00 $897.70 $6.65 
Hypothetical-C  $1,000.00 $1,017.85 $7.07 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period).

 C 5% return per year before expenses


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 29, 2016, $1,617,841, or, if subsequently determined to be different, the net capital gain of such year.

Class F designates 46% of the dividends distributed during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

Class F designates 43% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Small-Mid Cap Multi-Manager Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Advisory Research, Inc. (ARI), Fisher Investments, Inc. (Fisher Investments), Invesco Advisers, Inc. (Invesco), Kennedy Capital Management, Inc. (Kennedy Capital), Neuberger Berman Management LLC (Neuberger Berman), Pyramis Global Advisors, LLC (Pyramis), RS Investments Management Co. LLC (RS Investments), Systematic Financial Management, L.P. (Systematic), and The Boston Company Asset Management, LLC (Boston Company) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In addition, at its December 2015 meeting, the Board prospectively approved an amended sub-advisory agreement with Neuberger Berman to take effect upon the consummation of an internal reorganization that will result in Neuberger Berman Investment Advisers LLC (NBIA), an affiliate of Neuberger Berman, providing services to the fund. The Board noted that the reorganization would not result in any changes to the personnel that currently provide services to the fund or the nature, extent and quality of the services provided. In addition, the Board noted that the amendment would not result in any changes to the terms of the sub-advisory agreement. In reaching its determination to renew the fund's Advisory Contracts and approve an amended sub-advisory agreement with NBIA, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund and approve an amended sub-advisory agreement with NBIA, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the approval of the amended sub-advisory agreement with NBIA is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts and approve an amended sub-advisory agreement with NBIA was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, ARI, Fisher Investments, Invesco, Kennedy Capital, Neuberger Berman, Pyramis, RS Investments, Systematic, and Boston Company(collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than five years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2014, the cumulative total returns of the fund and the cumulative total returns of an appropriate benchmark index and peer group. The box within each chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Small-Mid Cap Multi-Manager Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class was in the third quartile for the one- and three-year periods ended December 31, 2014. The Board also noted that the retail class had under-performed 56% and 59% of its peers for the one- and three-year periods, respectively, ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the periods shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' proposal to voluntarily waive 0.01% of the management fee and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.15% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 1.16%, 1.16%, and 1.41%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.06% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Small-Mid Cap Multi-Manager Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of Class F were below, and the total expenses of each of the retail class, Class L, and Class N were above, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for the retail class and Class L ranked below median when compared to a universe of no-load funds. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Strategic Advisers Small-Mid Cap Multi-Manager Fund

On September 16, 2015, the Board of Trustees, including the Independent Trustees (together, the Board) voted at an in-person meeting to approve an investment advisory agreement (the Sub-Advisory Agreement) with AllianceBernstein L.P. (AB) (New Sub-Adviser) for the fund.

The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information it believed relevant to the approval of the Sub-Advisory Agreement.

In considering whether to approve the Sub-Advisory Agreement, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the approval of the Sub-Advisory Agreement is in the best interests of the fund and its shareholders and that the approval of such agreement does not involve a conflict of interest from which Strategic Advisers, Inc. (Strategic Advisers) or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and will be based upon services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to approve the Sub-Advisory Agreement was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board.

Nature, Extent, and Quality of Services Provided.  The Board noted that it is familiar with the nature, extent and quality of services provided by the New Sub-Adviser from its oversight of the New Sub-Adviser on behalf of other funds overseen by the Board and that although the fund will not utilize the same investment personnel, the same support staff, including compliance personnel, that currently provides services to other Strategic Advisers funds will also provide services to the fund. The Board considered the backgrounds of the investment personnel that will provide services to the fund, and also took into consideration the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the information regarding the New Sub-Adviser provided in connection with its renewal of the existing sub-advisory agreements with the New Sub-Adviser at its September 2015 Board meeting.

Resources Dedicated to Investment Management and Support Services.  The Board noted that the New Sub-Adviser will utilize a different investment mandate to manage the fund than it currently uses in managing other Strategic Advisers funds and reviewed the general qualifications and capabilities of the investment staff that will provide services to the fund and its use of technology. The Board noted that the New Sub-Adviser's analysts have extensive resources, tools and capabilities which allow them to conduct sophisticated fundamental and/or quantitative analysis. Additionally, in their deliberations, the Board considered the New Sub-Adviser's trading capabilities and resources which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory services to be performed by the New Sub-Adviser under the Sub-Advisory Agreement and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board also considered the historical investment performance of the New Sub-Adviser and the portfolio managers in managing accounts under a similar investment mandate.

Based on its review, the Board concluded that the nature, extent, and quality of services that will be provided to the fund under the Sub-Advisory Agreement should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  In reviewing the Sub-Advisory Agreement, the Board considered the amount and nature of fees to be paid by the fund to the fund's investment adviser, Strategic Advisers, the amount and nature of fees to be paid by Strategic Advisers to the New Sub-Adviser and the projected change in the fund's total operating expenses, if any, as a result of hiring the New Sub-Adviser.

The Board noted that the fund's maximum aggregate annual management fee rate may not exceed 1.15% of the fund's average daily net assets and that the Sub-Advisory Agreement will not result in a change to the maximum aggregate annual management fee payable by the fund, Strategic Advisers' portion of the management fee or Strategic Advisers' voluntary agreement to waive 0.01% of the management fee for the fund. The Board also considered that Strategic Advisers has contractually agreed to reimburse the retail class, Class L and Class N of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) as a percentage of net assets exceed 1.16%, 1.16% and 1.41%, respectively, through April 30, 2016. In addition, the Board noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.06% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time. The Board also considered that there are no expected changes to the fund's total net expenses as a result of approving the Sub-Advisory Agreement.

Based on its review, the Board concluded that the fund's management fee structure and any changes to projected total expenses bear a reasonable relationship to the services that the fund and its shareholders will receive and the other factors considered.

Because the Sub-Advisory Agreement was negotiated at arm's length and will have no impact on the maximum management fees payable by the fund, the Board did not consider the costs of services and profitability to be significant factors in its decision to approve the Sub-Advisory Agreement.

Potential Fall-Out Benefits.  The Board considered that it reviews information regarding the potential of direct and indirect benefits to Strategic Advisers and its affiliates from their relationships with the fund, including non-advisory fee compensation paid to affiliates of Strategic Advisers, if any, during its annual renewal of the fund's advisory agreement with Strategic Advisers. With respect to the New Sub-Adviser, the Board considered management's representation that it does not anticipate that the hiring of the New Sub-Adviser will have a material impact on the potential for fall-out benefits to Strategic Advisers or its affiliates.

Possible Economies of Scale.  The Board considered that it reviews whether there have been economies of scale in connection with the management of the fund during its annual renewal of the fund's advisory agreement with Strategic Advisers and the fund's sub-advisory agreements. The Board noted that the Sub-Advisory Agreement provides for breakpoints that have the potential to reduce sub-advisory fees paid to the New Sub-Adviser as assets allocated to the New Sub-Adviser grow.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the Sub-Advisory Agreement should be approved because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the sub-advisory fees to be charged thereunder will be based on services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, the Board concluded that the approval of the Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Strategic Advisers Small-Mid Cap Multi-Manager Fund

On December 2, 2015, the Board of Trustees, including the Independent Trustees (together, the Board) voted at an in-person meeting to approve an investment advisory agreement (the Sub-Advisory Agreement) with Arrowpoint Asset Management, LLC (New Sub-Adviser) for the fund.

The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information it believed relevant to the approval of the Sub-Advisory Agreement.

In considering whether to approve the Sub-Advisory Agreement, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the approval of the Sub-Advisory Agreement is in the best interests of the fund and its shareholders and that the approval of such agreement does not involve a conflict of interest from which Strategic Advisers, Inc. (Strategic Advisers) or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and will be based upon services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to approve the Sub-Advisory Agreement was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board.

Nature, Extent, and Quality of Services Provided.  The Board considered the backgrounds of the investment personnel that will provide services to the fund, and also took into consideration the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the structure of the New Sub-Adviser's portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the New Sub-Adviser's investment staff, its use of technology, and the New Sub-Adviser's approach to managing and compensating investment personnel. The Board noted that the New Sub-Adviser's analysts have extensive resources, tools and capabilities which allow them to conduct sophisticated fundamental and/or quantitative analysis. Additionally, in their deliberations, the Board considered the New Sub-Adviser's trading capabilities and resources which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory services to be performed by the New Sub-Adviser under the Sub-Advisory Agreement and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board also considered the historical investment performance of the New Sub-Adviser and the portfolio managers in managing accounts under a similar investment mandate.

Based on its review, the Board concluded that the nature, extent, and quality of services that will be provided to the fund under the Sub-Advisory Agreement should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  In reviewing the Sub-Advisory Agreement, the Board considered the amount and nature of fees to be paid by the fund to the fund's investment adviser, Strategic Advisers, the amount and nature of fees to be paid by Strategic Advisers to the New Sub-Adviser and the projected change in the fund's total operating expenses, if any, as a result of hiring the New Sub-Adviser.

The Board noted that the fund's maximum aggregate annual management fee rate may not exceed 1.15% of the fund's average daily net assets and that the Sub-Advisory Agreement will not result in a change to the maximum aggregate annual management fee payable by the fund, Strategic Advisers' portion of the management fee or Strategic Advisers' voluntary agreement to waive 0.01% of the management fee for the fund. The Board also considered that Strategic Advisers has contractually agreed to reimburse the retail class, Class L and Class N of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) as a percentage of net assets exceed 1.16%, 1.16% and 1.41%, respectively, through April 30, 2016. In addition, the Board noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.06% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time. The Board also considered that there are no expected changes to the fund's total net expenses as a result of approving the Sub-Advisory Agreement and that the expense ratio of each class of the fund is expected to maintain the same relationship to the competitive peer group medians reviewed by the Board in connection with the annual renewal of the fund's advisory contracts at the September 2015 meeting.

Based on its review, the Board concluded that the fund's management fee structure and any changes to projected total expenses bear a reasonable relationship to the services that the fund and its shareholders will receive and the other factors considered.

Because the Sub-Advisory Agreement was negotiated at arm's length and will have no impact on the maximum management fees payable by the fund or Strategic Advisers portion of the management fee, the Board did not consider the costs of services and profitability to be significant factors in its decision to approve the Sub-Advisory Agreement.

Potential Fall-Out Benefits.  The Board considered that it reviews information regarding the potential of direct and indirect benefits to Strategic Advisers and its affiliates from their relationships with the fund, including non-advisory fee compensation paid to affiliates of Strategic Advisers, if any, during its annual renewal of the fund's advisory agreement with Strategic Advisers. With respect to the New Sub-Adviser, the Board considered management's representation that it does not anticipate that the hiring of the New Sub-Adviser will have a material impact on the potential for fall-out benefits to Strategic Advisers or its affiliates.

Possible Economies of Scale.  The Board considered that it reviews whether there have been economies of scale in connection with the management of the fund during its annual renewal of the fund's advisory agreement with Strategic Advisers and the fund's sub-advisory agreements. The Board noted that the Sub-Advisory Agreement provides for breakpoints that have the potential to reduce sub-advisory fees paid to the New Sub-Adviser as assets allocated to the New Sub-Adviser grow.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the Sub-Advisory Agreement should be approved because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the sub-advisory fees to be charged thereunder will be based on services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, the Board concluded that the approval of the Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

AMM-F-ANN-0416
1.951525.103


Strategic Advisers® Income Opportunities Fund of Funds

Class F



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contract and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class F (7.83)% 3.46% 

 A From June 19, 2012


 The initial offering of Class F shares took place on December 18, 2012. Returns prior to December 18, 2012 are those of Strategic Advisers® Income Opportunities Fund of Funds, the original class of the fund. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Income Opportunities Fund of Funds - Class F on June 19, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the The BofA Merrill Lynch℠ US High Yield Constrained Index performed over the same period.

See previous page for additional information regarding the performance of Class F.


Period Ending Values

$11,339Strategic Advisers® Income Opportunities Fund of Funds - Class F

$11,321The BofA Merrill Lynch℠ US High Yield Constrained Index

Management's Discussion of Fund Performance

Market Recap:  U.S. corporate high-yield bonds declined for the year ending February 29, 2016, as macro concerns and heightened volatility overshadowed strong fundamentals in many high-yield industries. The BofA Merrill Lynch℠ US High Yield Constrained Index returned -8.51% the past year, sliding in early 2016 after its first calendar-year negative result since 2008. Still, the broader backdrop was largely supportive, spurred by an improving economy, generally positive fundamentals – with commodity-sensitive sectors a notable exception – and enormous monetary support from major central banks worldwide. Energy and metals/mining declined sharply, while more-defensive industry groups, led by healthcare, showed relative strength. The energy-heavy high-yield index began the period on an uptrend, as oil prices rebounded in the spring. However, increased volatility among U.S. Treasuries, commodities and stocks resulted in a sharp, four-month decline beginning in June. August and September saw a particularly steep sell-off, as oil prices fell below $40 per barrel. High-yield then bounced back alongside equities in October, as demand for risk assets improved and credit spreads tightened, only to retreat into early February as oil prices fell to a level not seen since 2004. Lower-quality bonds were the worst performers by a wide margin, hampered by rising default expectations.

Comments from Portfolio Manager Gregory Pappas:  For the year, the fund's share classes posted negative returns but outpaced the benchmark, The BofA Merrill Lynch℠ US High Yield Constrained Index. A common theme among the fund's top-contributing managers was solid security selection within their core high-yield-bond portfolios. Janus High Yield Fund, Eaton Vance Income Fund of Boston and Fidelity® Capital & Income Fund all did a nice job of picking good-performing bonds and avoiding many of the worst-performing names in energy and other commodity-related groups. Janus and Eaton Vance also benefited from holdings of investment-grade corporate bonds, bank debt and cash. T. Rowe Price High-Yield Fund was another top contributor, bolstered by its holdings of non-U.S. high-yield bonds. On the downside, the biggest detractor by far was Third Avenue Focused Credit Fund, as this manager's performance was severely hampered by significant exposure to lower-quality and distressed debt. I had already liquidated the fund's allocation when Third Avenue management closed the fund to shareholder redemptions on December 9, 2015. Elsewhere, Hotchkis & Wiley High Yield Fund modestly detracted due to a slight overweighting in energy and a bias toward smaller-cap high-yield issuers. During the period, I eliminated several mutual funds and reduced the number of managers in the portfolio to five.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Holdings as of February 29, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
T. Rowe Price High Yield Fund I Class 24.4 18.1 
MainStay High Yield Corporate Bond Fund Class I 19.9 5.1 
BlackRock High Yield Bond Fund Institutional Class 19.9 10.8 
Hotchkis & Wiley High Yield Fund Class I 19.8 11.3 
Fidelity Capital & Income Fund 16.3 16.2 
 100.3  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   High Yield Fixed-Income Funds 100.3% 
 Short-Term Investments and Net Other Assets (Liabilities)* (0.3)% 


 * Short-Term Investments and Net Other Assets (Liabilities) are not included in the pie chart


As of August 31, 2015 
   High Yield Fixed-Income Funds 100.1% 
 Short-Term Investments and Net Other Assets (Liabilities)* (0.1)% 


 * Short-Term Investments and Net Other Assets (Liabilities) are not included in the pie chart


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Fixed-Income Funds - 100.3%   
 Shares Value 
High Yield Fixed-Income Funds - 100.3%   
BlackRock High Yield Bond Fund Institutional Class 183,940 $1,287,580 
Fidelity Capital & Income Fund (a) 119,752 1,053,814 
Hotchkis & Wiley High Yield Fund Class I 120,335 1,281,572 
MainStay High Yield Corporate Bond Fund Class I 249,043 1,290,042 
T. Rowe Price High Yield Fund I Class 261,144 1,577,309 
TOTAL HIGH YIELD FIXED-INCOME FUNDS  6,490,317 
TOTAL INVESTMENT PORTFOLIO - 100.3%   
(Cost $7,123,882)  6,490,317 
NET OTHER ASSETS (LIABILITIES) - (0.3)%  (16,722) 
NET ASSETS - 100%  $6,473,595 

Legend

 (a) Affiliated Fund


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Advisor High Income Advantage Fund Class I $568,964 $23,754 $512,662 $25,565 $-- 
Fidelity Advisor High Income Fund Class I 123,229 -- 110,947 5,409 -- 
Fidelity Capital & Income Fund 1,188,245 58,072 50,340 41,118 1,053,814 
Fidelity High Income Fund 606,539 27,947 548,492 29,936 -- 
Total $2,486,977 $109,773 $1,222,441 $102,028 $1,053,814 

Investment Valuation

All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $5,958,650) 
$5,436,503  
Affiliated issuers (cost $1,165,232) 1,053,814  
Total Investments (cost $7,123,882)  $6,490,317 
Receivable for investments sold  92,870 
Receivable for fund shares sold  18,350 
Dividends receivable  15,204 
Prepaid expenses  
Receivable from investment adviser for expense reductions  3,633 
Other receivables  47 
Total assets  6,620,425 
Liabilities   
Payable for investments purchased $13,061  
Payable for fund shares redeemed 111,220  
Distribution and service plan fees payable 20  
Audit fee payable 20,924  
Other affiliated payables 68  
Other payables and accrued expenses 1,537  
Total liabilities  146,830 
Net Assets  $6,473,595 
Net Assets consist of:   
Paid in capital  $7,682,591 
Undistributed net investment income  5,894 
Accumulated undistributed net realized gain (loss) on investments  (581,325) 
Net unrealized appreciation (depreciation) on investments  (633,565) 
Net Assets  $6,473,595 
Income Opportunities:   
Net Asset Value, offering price and redemption price per share ($5,632,306 ÷ 627,049 shares)  $8.98 
Class F:   
Net Asset Value, offering price and redemption price per share ($645,560 ÷ 71,881 shares)  $8.98 
Class L:   
Net Asset Value, offering price and redemption price per share ($98,147 ÷ 10,928 shares)  $8.98 
Class N:   
Net Asset Value, offering price and redemption price per share ($97,582 ÷ 10,865 shares)  $8.98 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $314,377 
Affiliated issuers  102,028 
Total income  416,405 
Expenses   
Management fee $21,406  
Transfer agent fees 233  
Distribution and service plan fees 258  
Accounting fees and expenses 891  
Custodian fees and expenses 9,979  
Independent trustees' compensation 81  
Registration fees 39,087  
Audit 35,393  
Legal 53  
Miscellaneous 58  
Total expenses before reductions 107,439  
Expense reductions (100,033) 7,406 
Net investment income (loss)  408,999 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (384,623)  
Affiliated issuers (187,220)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 11,806  
Affiliated issuers 6,984  
Total net realized gain (loss)  (553,053) 
Change in net unrealized appreciation (depreciation) on investment securities  (432,818) 
Net gain (loss)  (985,871) 
Net increase (decrease) in net assets resulting from operations  $(576,872) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $408,999 $397,032 
Net realized gain (loss) (553,053) 76,292 
Change in net unrealized appreciation (depreciation) (432,818) (353,036) 
Net increase (decrease) in net assets resulting from operations (576,872) 120,288 
Distributions to shareholders from net investment income (402,806) (397,555) 
Distributions to shareholders from net realized gain (75,901) (53,145) 
Total distributions (478,707) (450,700) 
Share transactions - net increase (decrease) 108,912 1,545,269 
Redemption fees (1,678) 1,359 
Total increase (decrease) in net assets (948,345) 1,216,216 
Net Assets   
Beginning of period 7,421,940 6,205,724 
End of period (including undistributed net investment income of $5,894 and undistributed net investment income of $3,470, respectively) $6,473,595 $7,421,940 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.42 $10.88 $10.60 $10.00 
Income from Investment Operations     
Net investment income (loss)C .562 .585 .616 .436 
Net realized and unrealized gain (loss) (1.339) (.382) .296 .615 
Total from investment operations (.777) .203 .912 1.051 
Distributions from net investment income (.553) (.586) (.610) (.431) 
Distributions from net realized gain (.108) (.079) (.031) (.020) 
Total distributions (.661) (.665) (.641) (.451) 
Redemption fees added to paid in capitalC (.002) .002 .009 D 
Net asset value, end of period $8.98 $10.42 $10.88 $10.60 
Total ReturnE,F (7.83)% 1.95% 9.02% 10.69% 
Ratios to Average Net AssetsG     
Expenses before reductions 1.50% 1.53% 4.32% 10.12%H 
Expenses net of fee waivers, if any .10% .10% .10% .10%H 
Expenses net of all reductions .10% .10% .10% .10%H 
Net investment income (loss) 5.73% 5.50% 5.83% 6.03%H 
Supplemental Data     
Net assets, end of period (000 omitted) $5,632 $6,515 $5,358 $1,042 
Portfolio turnover rateI 65% 39% 46% 27%H 

 A For the year ended February 29.

 B For the period June 19, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.0005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds Class F

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.42 $10.88 $10.60 $10.52 
Income from Investment Operations     
Net investment income (loss)C .561 .586 .617 .125 
Net realized and unrealized gain (loss) (1.338) (.383) .295 .096 
Total from investment operations (.777) .203 .912 .221 
Distributions from net investment income (.553) (.586) (.610) (.121) 
Distributions from net realized gain (.108) (.079) (.031) (.020) 
Total distributions (.661) (.665) (.641) (.141) 
Redemption fees added to paid in capitalC (.002) .002 .009 D 
Net asset value, end of period $8.98 $10.42 $10.88 $10.60 
Total ReturnE,F (7.83)% 1.95% 9.02% 2.11% 
Ratios to Average Net AssetsG     
Expenses before reductions 1.49% 1.53% 4.16% 7.40%H 
Expenses net of fee waivers, if any .10% .10% .10% .10%H 
Expenses net of all reductions .10% .10% .10% .10%H 
Net investment income (loss) 5.73% 5.50% 5.83% 5.99%H 
Supplemental Data     
Net assets, end of period (000 omitted) $646 $694 $639 $184 
Portfolio turnover rateI 65% 39% 46% 27%H 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.0005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds Class L

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.41 $10.88 $10.62 
Income from Investment Operations    
Net investment income (loss)C .561 .585 .186 
Net realized and unrealized gain (loss) (1.328) (.392) .278 
Total from investment operations (.767) .193 .464 
Distributions from net investment income (.553) (.586) (.180) 
Distributions from net realized gain (.108) (.079) (.027) 
Total distributions (.661) (.665) (.207) 
Redemption fees added to paid in capitalC (.002) .002 .003 
Net asset value, end of period $8.98 $10.41 $10.88 
Total ReturnD,E (7.74)% 1.85% 4.44% 
Ratios to Average Net AssetsF    
Expenses before reductions 1.50% 1.54% 3.35%G 
Expenses net of fee waivers, if any .10% .10% .10%G 
Expenses net of all reductions .10% .10% .10%G 
Net investment income (loss) 5.73% 5.50% 5.83%G 
Supplemental Data    
Net assets, end of period (000 omitted) $98 $106 $104 
Portfolio turnover rateH 65% 39% 46%G 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds Class N

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.41 $10.88 $10.62 
Income from Investment Operations    
Net investment income (loss)C .537 .559 .178 
Net realized and unrealized gain (loss) (1.329) (.392) .279 
Total from investment operations (.792) .167 .457 
Distributions from net investment income (.528) (.560) (.173) 
Distributions from net realized gain (.108) (.079) (.027) 
Total distributions (.636) (.639) (.200) 
Redemption fees added to paid in capitalC (.002) .002 .003 
Net asset value, end of period $8.98 $10.41 $10.88 
Total ReturnD,E (7.97)% 1.60% 4.37% 
Ratios to Average Net AssetsF    
Expenses before reductions 1.75% 1.78% 3.61%G 
Expenses net of fee waivers, if any .35% .35% .35%G 
Expenses net of all reductions .35% .35% .35%G 
Net investment income (loss) 5.48% 5.25% 5.58%G 
Supplemental Data    
Net assets, end of period (000 omitted) $98 $106 $104 
Portfolio turnover rateH 65% 39% 46%G 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Income Opportunities Fund of Funds (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund currently invests in affiliated and unaffiliated mutual funds (the Underlying Funds). The Fund offers Income Opportunities, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The Fund's Schedule of Investments lists each of the Underlying Funds as an investment of the Fund but does not include the underlying holdings of each Underlying Fund. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses a third party pricing vendor approved by the Board of Trustees (the Board) to value its investments. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows. Investments in the Underlying Funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated Underlying Fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds, if any, are recorded on the ex-dividend date.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with the Underlying Funds. Although not included in the Fund's expenses, the Fund indirectly bears its proportionate share of the Underlying Funds' expenses through the impact of these expenses on each Underlying Fund's NAV. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the Underlying Funds, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $5,825 
Gross unrealized depreciation (684,031) 
Net unrealized appreciation (depreciation) on securities $(678,206) 
Tax Cost $7,168,523 

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income $5,938 
Capital loss carryforward $(536,684) 
Net unrealized appreciation (depreciation) on securities and other investments $(678,206) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(46,565) 
Long-term (490,119) 
Total capital loss carryforward $(536,684) 

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $415,940 $ 422,004 
Long-term Capital Gains 62,767 28,696 
Total $478,707 $ 450,700 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days may have been subject to a redemption fee equal to 1.00% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Purchases and Redemptions of Underlying Fund Shares.

Purchases and redemptions of the Underlying Fund shares, aggregated $4,667,523 and $4,614,217, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed .80% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .30% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $258 $258 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Income Opportunities $229 
Class L – 
Class N – 
 $233  

 (a) Amount represents less than .005%.


Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $7 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .30% of the Fund's average net assets until April 30, 2017. During the period, this waiver reduced the Fund's management fee by $21,406.

The investment adviser has contractually agreed to reimburse Income Opportunities, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example sub-advisory fees and interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Income Opportunities .10% $69,055 
Class F .10% 7,298 
Class L .10% 1,141 
Class N .35% 1,133 

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Years ended February 29, 2016 Years ended February 28, 2015 
From net investment income   
Income Opportunities $353,566 $348,958 
Class F 37,846 37,279 
Class L 5,840 5,797 
Class N 5,554 5,521 
Total $402,806 $397,555 
From net realized gain   
Income Opportunities $66,570 $46,594 
Class F 7,104 4,997 
Class L 1,116 778 
Class N 1,111 776 
Total $75,901 $53,145 

8. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Years ended February 29, 2016 Years ended February 28, 2015 Years ended February 29, 2016 Years ended February 28, 2015 
Income Opportunities     
Shares sold 234,908 451,656 $2,325,146 $4,840,883 
Reinvestment of distributions 42,871 37,241 419,934 395,140 
Shares redeemed (276,197) (355,829) (2,700,765) (3,788,639) 
Net increase (decrease) 1,582 133,068 $44,315 $1,447,384 
Class F     
Shares sold 21,905 22,962 $216,299 $244,913 
Reinvestment of distributions 4,596 3,982 44,950 42,276 
Shares redeemed (21,270) (19,020) (210,272) (202,158) 
Net increase (decrease) 5,231 7,924 $50,977 $85,031 
Class L     
Reinvestment of distributions 709 620 $6,955 $6,560 
Net increase (decrease) 709 620 $6,955 $6,560 
Class N     
Reinvestment of distributions 680 593 $6,665 $6,294 
Net increase (decrease) 680 593 $6,665 $6,294 

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 26% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Income Opportunities Fund of Funds:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Income Opportunities Fund of Funds (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Income Opportunities Fund of Funds’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 20, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Income Opportunities .10%    
Actual  $1,000.00 $940.10 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class F .10%    
Actual  $1,000.00 $940.10 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class L .10%    
Actual  $1,000.00 $940.10 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class N .35%    
Actual  $1,000.00 $938.90 $1.69 
Hypothetical-C  $1,000.00 $1,023.12 $1.76 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

A total of 0.01% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contract and Management Fees

Strategic Advisers Income Opportunities Fund of Funds

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the management contract (Advisory Contract) throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contract, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contract. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contract for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contract is in the best interests of the fund and its shareholders. Also, the Board found that the advisory fee to be charged under the Advisory Contract bears a reasonable relationship to the services rendered and is based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contract was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of Strategic Advisers' portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of Strategic Advisers' investment staff, its use of technology, and Strategic Advisers' approach to managing and compensating investment personnel. The Board noted that Strategic Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered Strategic Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by Strategic Advisers and its affiliates under the Advisory Contract and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Income Opportunities Fund of Funds


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class L was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class L had out-performed 63% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contract should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to Strategic Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board noted Strategic Advisers' 0.30% management fee waiver through April 30, 2016 and considered that the fund's maximum aggregate annual management fee rate may not exceed 0.80% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 0.10%, 0.10%, and 0.35%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any) exceed 0.10% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Income Opportunities Fund of Funds


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each class were above the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses of each class rank above their competitive medians primarily due to acquired fund fees and expenses.

Fees Charged to Other Clients.  The Board also considered fee structures paid by Strategic Advisers' other clients, such as other funds advised or subadvised by Strategic Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board took into consideration that Strategic Advisers has agreed to waive 0.30% of its management fee through April 30, 2016 and the Board also took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structure bears a reasonable relationship to the services rendered and that the fund's Advisory Contract should be renewed because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fee charged thereunder is based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

ODF-F-ANN-0416
1.951505.103


Strategic Advisers® Emerging Markets Fund of Funds



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Strategic Advisers® Emerging Markets Fund of Funds (23.79)% (5.66)% 

 A From May 2, 2012.


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Emerging Markets Fund of Funds, a class of the fund, on May 2, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the MSCI Emerging Markets Index performed over the same period.


Period Ending Values

$8,000Strategic Advisers® Emerging Markets Fund of Funds

$8,016MSCI Emerging Markets Index

Management's Discussion of Fund Performance

Market Recap:  International equities suffered a setback for the year ending February 29, 2016, held back by a collapse in commodity prices that affected resources-related sectors and geographies in particular. The non-U.S. developed-markets MSCI EAFE Index returned -15.04% for the 12 months, hurt also by concerns about global economic growth. Stocks in developing markets fell further, with the MSCI Emerging Markets Index returning -23.13%. Commodity producers were pressured for much of the year, largely related to economic deceleration in China, the world's second-largest economy and a leading consumer of raw materials. Effects were exacerbated by U.S. dollar strength relative to global currencies, weighing on commodities priced in dollars and acutely affecting the equity returns of resources-related areas. Among regions within the MSCI EAFE Index, net energy consumer Japan (-10%) fared best; Asia Pacific ex Japan (-19%), worst. At the country level, only Denmark (+5%) and Israel (+3%) managed a gain, with several notching declines of greater than 20%. As for sectors, consumer staples (-2%) and telecommunication services (-6%) lost the least, whereas materials (-29%), financials (-22%) and energy (-21%) lost the most. Among emerging-markets countries, Hungary (+27%) proved the sole gainer. Meanwhile, Greece (-68%), Brazil (-40%), China (-29%) and India (-26%) headed the market's broad-based decline.

Comments from Portfolio Manager Wilfred Chilangwa:  For the year, the fund's share classes modestly trailed the benchmark MSCI Emerging Markets Index. Relative to the benchmark, performance was hampered by an increase in our exposure to China via two exchange-traded funds (ETFs), which was done to keep the fund's underweighting in the country from becoming too large. Acadian Emerging Markets Portfolio also detracted, as this manager's quantitatively driven value style was a headwind during a period when growth strategies generally outperformed. Causeway Emerging Markets Fund, a newly added manager during the period, stumbled with selections across several sectors in Brazil and India. On the plus side, Fidelity® Emerging Markets Fund was the top relative contributor. This manager's focus on what it considers "best of breed" growth stocks yielded solid picks in information technology and industrials, along with a beneficial overweighting in health care. T. Rowe Price Emerging Markets Stock Fund also contributed, led by favorable positioning in technology and consumer staples in China, Taiwan and Mexico. I increased the fund's exposure to all-cap managers by adding Brandes Emerging Markets Value Fund and Causeway Emerging Markets Fund. I eliminated Thornburg Developing World Fund due to a change in portfolio manager.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents)

 % of fund's net assets % of fund's net assets 6 months ago 
Acadian Emerging Markets Portfolio Institutional Class 11.5 13.0 
T. Rowe Price Emerging Markets Stock Fund Class I 11.1 12.2 
Aberdeen Emerging Markets Fund Institutional Class 10.7 12.9 
Fidelity Emerging Markets Fund 10.5 10.0 
Lazard Emerging Markets Equity Portfolio Institutional Class 9.5 11.9 
Causeway Emerging Markets Fund - Investor Class 8.3 5.3 
Oppenheimer Developing Markets Fund Class Y 6.7 6.2 
Parametric Emerging Markets Fund Institutional Class 5.6 5.5 
Brandes Emerging Markets Value Fund Class A 4.8 5.1 
iShares MSCI China ETF 4.5 0.0 
 83.2  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Diversified Emerging Markets Funds 91.5% 
   Other 8.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.1% 


As of August 31, 2015 
   Diversified Emerging Markets Funds 95.2% 
   Other 4.8% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Percentages shown as 0.0% may reflect amounts less than 0.05%. 

Investments February 29, 2016

Showing Percentage of Net Assets

Equity Funds - 99.9%   
 Shares Value 
Diversified Emerging Markets Funds - 91.5%   
Aberdeen Emerging Markets Fund Institutional Class 98,729 $1,075,164 
Acadian Emerging Markets Portfolio Institutional Class 83,707 1,154,317 
Brandes Emerging Markets Value Fund Class A 77,845 484,973 
Causeway Emerging Markets Fund - Investor Class 94,142 837,864 
Fidelity Emerging Markets Fund (a) 52,366 1,054,660 
GMO Emerging Markets Fund Class IV 41,973 316,896 
Goldman Sachs Emerging Markets Equity Fund Institutional Shares 22,817 326,974 
iShares Core MSCI Emerging Markets ETF 11,910 440,432 
Lazard Emerging Markets Equity Portfolio Institutional Class 74,496 955,037 
Morgan Stanley Institutional Fund, Inc. Frontier Emerging Markets Portfolio Class A 13,397 215,826 
Oppenheimer Developing Markets Fund Class Y 24,108 672,842 
Parametric Emerging Markets Fund Institutional Class 50,842 566,376 
T. Rowe Price Emerging Markets Stock Fund Class I 42,261 1,115,267 
Wasatch Frontier Emerging Small Countries Fund 692 1,778 
TOTAL DIVERSIFIED EMERGING MARKETS FUNDS  9,218,406 
Other - 8.4%   
iShares MSCI China ETF 11,835 453,872 
iShares MSCI South Korea Index ETF 6,400 298,432 
Matthews Pacific Tiger Fund Institutional Class 113 2,425 
SPDR S&P China ETF 1,452 91,781 
TOTAL OTHER  846,510 
TOTAL EQUITY FUNDS   
(Cost $12,726,662)  10,064,916 
Money Market Funds - 0.3%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (b)   
(Cost $26,591) 26,591 26,591 
TOTAL INVESTMENT PORTFOLIO - 100.2%   
(Cost $12,753,253)  10,091,507 
NET OTHER ASSETS (LIABILITIES) - (0.2)%  (19,461) 
NET ASSETS - 100%  $10,072,046 

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Affiliated Fund

 (b) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Emerging Markets Fund $1,317,796 $5,732 $-- $5,732 $1,054,660 
Total $1,317,796 $5,732 $-- $5,732 $1,054,660 

Investment Valuation

All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $11,537,455) 
$9,036,847  
Affiliated issuers (cost $1,215,798) 1,054,660  
Total Investments (cost $12,753,253)  $10,091,507 
Receivable for investments sold  33,016 
Receivable for fund shares sold  7,253 
Prepaid expenses  
Receivable from investment adviser for expense reductions  3,475 
Other receivables  126 
Total assets  10,135,383 
Liabilities   
Payable for fund shares redeemed 40,268  
Distribution and service plan fees payable 16  
Audit fee payable 20,924  
Other affiliated payables 270  
Other payables and accrued expenses 1,859  
Total liabilities  63,337 
Net Assets  $10,072,046 
Net Assets consist of:   
Paid in capital  $13,494,863 
Distributions in excess of net investment income  (15,267) 
Accumulated undistributed net realized gain (loss) on investments  (745,804) 
Net unrealized appreciation (depreciation) on investments  (2,661,746) 
Net Assets  $10,072,046 
Emerging Markets:   
Net Asset Value, offering price and redemption price per share ($8,484,571 ÷ 1,128,155 shares)  $7.52 
Class F:   
Net Asset Value, offering price and redemption price per share ($1,406,978 ÷ 187,090 shares)  $7.52 
Class L:   
Net Asset Value, offering price and redemption price per share ($103,027 ÷ 13,692 shares)  $7.52 
Class N:   
Net Asset Value, offering price and redemption price per share ($77,470 ÷ 10,300 shares)  $7.52 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $139,999 
Affiliated issuers  5,732 
Interest  
Total income  145,735 
Expenses   
Management fee $35,239  
Transfer agent fees 2,465  
Distribution and service plan fees 227  
Accounting fees and expenses 1,466  
Custodian fees and expenses 9,892  
Independent trustees' compensation 131  
Registration fees 39,575  
Audit 38,562  
Legal 299  
Miscellaneous 205  
Total expenses before reductions 128,061  
Expense reductions (116,829) 11,232 
Net investment income (loss)  134,503 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (743,151)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 27,978  
Total net realized gain (loss)  (715,173) 
Change in net unrealized appreciation (depreciation) on investment securities  (2,592,155) 
Net gain (loss)  (3,307,328) 
Net increase (decrease) in net assets resulting from operations  $(3,172,825) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $134,503 $150,187 
Net realized gain (loss) (715,173) 43,324 
Change in net unrealized appreciation (depreciation) (2,592,155) 306,653 
Net increase (decrease) in net assets resulting from operations (3,172,825) 500,164 
Distributions to shareholders from net investment income (153,397) (164,989) 
Distributions to shareholders from net realized gain (41,904) (38,522) 
Total distributions (195,301) (203,511) 
Share transactions - net increase (decrease) 1,263,774 1,380,457 
Redemption fees 5,629 82 
Total increase (decrease) in net assets (2,098,723) 1,677,192 
Net Assets   
Beginning of period 12,170,769 10,493,577 
End of period (including distributions in excess of net investment income of $15,267 and distributions in excess of net investment income of $49, respectively) $10,072,046 $12,170,769 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.04 $9.75 $10.53 $10.00 
Income from Investment Operations     
Net investment income (loss)C .10 .13 .13 .14 
Net realized and unrealized gain (loss) (2.47) .34 (.78) .53 
Total from investment operations (2.37) .47 (.65) .67 
Distributions from net investment income (.12) (.15) (.11) (.14) 
Distributions from net realized gain (.03) (.04) (.03) – 
Total distributions (.15) (.18)D (.13)E (.14) 
Redemption fees added to paid in capitalC,F – – – – 
Net asset value, end of period $7.52 $10.04 $9.75 $10.53 
Total ReturnG,H (23.79)% 4.86% (6.18)% 6.71% 
Ratios to Average Net AssetsI     
Expenses before reductions 1.09% 1.07% 1.25% 1.14%J 
Expenses net of fee waivers, if any .10% .10% .10% .10%J 
Expenses net of all reductions .09% .10% .10% .10%J 
Net investment income (loss) 1.14% 1.29% 1.29% 1.71%J 
Supplemental Data     
Net assets, end of period (000 omitted) $8,485 $10,979 $9,832 $9,475 
Portfolio turnover rateK 61% 11% 10% 8%J 

 A For the year ended February 29.

 B For the period May 2, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.18 per share is comprised of distributions from net investment income of $.145 and distributions from net realized gain of $.035 per share.

 E Total distributions of $.13 per share is comprised of distributions from net investment income of $.108 and distributions from net realized gain of $.025 per share.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds Class F

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.04 $9.75 $10.53 $10.43 
Income from Investment Operations     
Net investment income (loss)C .10 .13 .13 .10 
Net realized and unrealized gain (loss) (2.47) .34 (.78) .14 
Total from investment operations (2.37) .47 (.65) .24 
Distributions from net investment income (.12) (.15) (.11) (.14) 
Distributions from net realized gain (.03) (.04) (.03) – 
Total distributions (.15) (.18)D (.13)E (.14) 
Redemption fees added to paid in capitalC,F – – – – 
Net asset value, end of period $7.52 $10.04 $9.75 $10.53 
Total ReturnG,H (23.79)% 4.86% (6.18)% 2.31% 
Ratios to Average Net AssetsI     
Expenses before reductions 1.04% 1.03% 1.43% 1.14%J 
Expenses net of fee waivers, if any .10% .10% .10% .10%J 
Expenses net of all reductions .09% .10% .10% .10%J 
Net investment income (loss) 1.15% 1.29% 1.29% 4.90%J 
Supplemental Data     
Net assets, end of period (000 omitted) $1,407 $988 $466 $154 
Portfolio turnover rateK 61% 11% 10% 8%J 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.18 per share is comprised of distributions from net investment income of $.145 and distributions from net realized gain of $.035 per share.

 E Total distributions of $.13 per share is comprised of distributions from net investment income of $.108 and distributions from net realized gain of $.025 per share.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds Class L

    
Years ended February 28, 2016A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.05 $9.75 $10.13 
Income from Investment Operations    
Net investment income (loss)C .10 .13 .11 
Net realized and unrealized gain (loss) (2.48) .35 (.36) 
Total from investment operations (2.38) .48 (.25) 
Distributions from net investment income (.12) (.15) (.11) 
Distributions from net realized gain (.03) (.04) (.02) 
Total distributions (.15) (.18)D (.13) 
Redemption fees added to paid in capitalC,E – – – 
Net asset value, end of period $7.52 $10.05 $9.75 
Total ReturnF,G (23.87)% 4.97% (2.56)% 
Ratios to Average Net AssetsH    
Expenses before reductions 1.08% 1.07% 1.79%I 
Expenses net of fee waivers, if any .10% .10% .10%I 
Expenses net of all reductions .09% .10% .10%I 
Net investment income (loss) 1.15% 1.29% 3.65%I 
Supplemental Data    
Net assets, end of period (000 omitted) $103 $102 $97 
Portfolio turnover rateJ 61% 11% 10% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.18 per share is comprised of distributions from net investment income of $.145 and distributions from net realized gain of $.035 per share.

 E Amount represents less than $.005 per share.

 F Total returns for periods of less than one year are not annualized.

 G Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds Class N

    
Years ended February 28, 2016A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.05 $9.75 $10.13 
Income from Investment Operations    
Net investment income (loss)C .08 .11 .10 
Net realized and unrealized gain (loss) (2.48) .34 (.36) 
Total from investment operations (2.40) .45 (.26) 
Distributions from net investment income (.10) (.12) (.10) 
Distributions from net realized gain (.03) (.04) (.02) 
Total distributions (.13) (.15)D (.12) 
Redemption fees added to paid in capitalC,E – – – 
Net asset value, end of period $7.52 $10.05 $9.75 
Total ReturnF,G (24.04)% 4.69% (2.59)% 
Ratios to Average Net AssetsH    
Expenses before reductions 1.33% 1.32% 2.05%I 
Expenses net of fee waivers, if any .35% .35% .35%I 
Expenses net of all reductions .34% .35% .35%I 
Net investment income (loss) .89% 1.04% 3.40%I 
Supplemental Data    
Net assets, end of period (000 omitted) $77 $102 $97 
Portfolio turnover rateJ 61% 11% 10% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.15 per share is comprised of distributions from net investment income of $.119 and distributions from net realized gain of $.035 per share.

 E Amount represents less than $.005 per share.

 F Total returns for periods of less than one year are not annualized.

 G Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Emerging Markets Fund of Funds (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund currently invests in affiliated and unaffiliated mutual funds and exchange-traded funds (ETFs) (the Underlying Funds). The Fund offers Emerging Markets, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The Fund's Schedule of Investments lists each of the Underlying Funds as an investment of the Fund but does not include the underlying holdings of each Underlying Fund. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses a third party pricing vendor approved by the Board of Trustees (the Board) to value its investments. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows. Investments in open-end mutual funds are valued at their closing NAV each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions from the Underlying Funds and ETFs that are deemed to be return of capital are recorded as a reduction of cost of investments.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with the Underlying Funds. Although not included in the Fund's expenses, the Fund indirectly bears its proportionate share of the Underlying Funds' expenses through the impact of these expenses on each Underlying Fund's NAV. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, deferred trustee compensation, capital loss carryforwards, and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $4,915 
Gross unrealized depreciation (2,828,472) 
Net unrealized appreciation (depreciation) on securities $(2,823,557) 
Tax Cost $12,915,064 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(583,994) 
Net unrealized appreciation (depreciation) on securities and other investments $(2,823,557) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(439,639) 
Long-term (144,355) 
Total capital loss carryforward $(583,994) 

The Fund intends to elect to defer to its next fiscal year $15,180 of ordinary losses recognized during the period November 1, 2015 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $153,397 $ 173,014 
Long-term Capital Gains 41,904 30,497 
Total $195,301 $ 203,511 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days may have been subject to a redemption fee equal to 1.50% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Purchases and Redemptions of Underlying Fund Shares.

Purchases and redemptions of the Underlying Fund shares, aggregated $8,395,165 and $7,167,413, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.25% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .30% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. Acadian Asset Management LLC, M&G Investments Management Limited, Somerset Capital Management LLP and FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, have been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, these sub-advisers have not been allocated any portion of the Fund's assets. These sub-advisers in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $227 $ 227 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
Emerging Markets $2,419 .02 
Class L 33 .03 
Class N 13 .01 
 $2,465  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $15 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .30% of the Fund's average net assets until April 30, 2017. During the period, this waiver reduced the Fund's management fee by $35,239.

The investment adviser has also contractually agreed to reimburse Emerging Markets, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example sub-advisory fees and interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Emerging Markets .10% $71,536 
Class F .10% 7,910 
Class L .10% 738 
Class N .35% 622 

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $776 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of class-level operating expenses as follows:

 Amount 
Emerging Markets $8 

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 February 29, 2016 February 28, 2015 
From net investment income   
Emerging Markets $131,277 $150,910 
Class F 19,572 11,431 
Class L 1,561 1,455 
Class N 987 1,193 
Total $153,397 $164,989 
From net realized gain   
Emerging Markets $37,618 $35,871 
Class F 3,615 1,951 
Class L 336 350 
Class N 335 350 
Total $41,904 $38,522 

8. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 February 29, 2016 February 28, 2015 February 29, 2016 February 28, 2015 
Emerging Markets     
Shares sold 216,254 166,658 $2,043,757 $1,723,851 
Reinvestment of distributions 19,731 18,973 168,895 186,781 
Shares redeemed (200,793) (101,526) (1,770,355) (1,053,925) 
Net increase (decrease) 35,192 84,105 $442,297 $856,707 
Class F     
Shares sold 110,265 54,370 $975,103 $560,712 
Reinvestment of distributions 2,749 1,363 23,187 13,382 
Shares redeemed (24,271) (5,246) (211,252) (53,692) 
Net increase (decrease) 88,743 50,487 $787,038 $520,402 
Class L     
Shares sold 3,291 – $31,220 $– 
Reinvestment of distributions 224 183 1,897 1,805 
Net increase (decrease) 3,515 183 $33,117 $1,805 
Class N     
Reinvestment of distributions 153 157 1,322 1,543 
Net increase (decrease) 153 157 $1,322 $1,543 

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 75% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Emerging Markets Fund of Funds:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Emerging Markets Fund of Funds (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Emerging Markets Fund of Funds’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at at 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts).

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Emerging Markets .10%    
Actual  $1,000.00 $911.20 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class F .10%    
Actual  $1,000.00 $911.20 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class L .10%    
Actual  $1,000.00 $911.20 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class N .35%    
Actual  $1,000.00 $910.20 $1.66 
Hypothetical-C  $1,000.00 $1,023.12 $1.76 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

Emerging Markets designates 1% of the dividends distributed during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

Emerging Markets designates 86% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 Pay Date Income Taxes  
Emerging Markets 12/30/15 $0.1347 $0.0261  

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Emerging Markets Fund of Funds

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Acadian Asset Management, LLC (Acadian) and Pyramis Global Advisors, LLC (Pyramis) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, Acadian and Pyramis (collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Emerging Markets Fund of Funds


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class F was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class F had out-performed 60% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' 0.30% management fee waiver through April 30, 2016 and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.25% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 0.10%, 0.10%, and 0.35%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any) exceed 0.10% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Emerging Markets Fund of Funds


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each of the retail class, Class L, and Class F were below, and the total expenses of Class N were above, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that certain of the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees under such contracts would accrue directly to the fund. The Board took into consideration that Strategic Advisers has agreed to waive 0.30% of its management fee through April 30, 2016 and also took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

RMF-ANN-0416
1.938033.103


Strategic Advisers® Small-Mid Cap Multi-Manager Fund

Class L and Class N



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class L (14.29)% 9.39% 
Class N (14.42)% 9.26% 

 A From December 20, 2011


 The initial offering of Class L shares took place on November 12, 2013. Returns prior to November 12, 2013 are those of Strategic Advisers® Small-Mid Cap Multi-Manager Fund, the original class of the fund. 

 Class N shares bear a 0.25% 12b-1 fee. The initial offering of Class N shares took place on November 12, 2013. Returns prior to November 12, 2013, are those of Strategic Advisers® Small-Mid Cap Multi-Manager Fund, the original class of the fund, which has no 12b-1 fee. Had Class N's 12b-1 fee been reflected, returns prior to November 12, 2013, would have been lower. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Small-Mid Cap Multi-Manager Fund - Class L on December 20, 2011, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the Russell 2500™ Index performed over the same period.

See previous page for additional information regarding the performance of Class L.


Period Ending Values

$14,576Strategic Advisers® Small-Mid Cap Multi-Manager Fund - Class L

$15,695Russell 2500™ Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index returned -6.19% for the year ending February 29, 2016. Largely range-bound for the first half of the period, U.S. stocks suffered a steep, late-summer decline on concern about an economic slowdown in China. The market recovered in October, lifted by the U.S. Federal Reserve's decision to delay raising near-term interest rates until mid-December. Investors also drew courage from a rate cut in China and economic stimulus in Europe. But continued oil-price weakness and U.S.-dollar strength, plus fresh worries about China and the Middle East, pushed the S&P 500® to its worst January since 2009, followed by a volatile but ultimately flattish February. Overall, growth-oriented and larger-cap stocks fared better than value and smaller-cap complements. In this environment, the tech-heavy Nasdaq Composite Index® returned -7.07% for the 12 months; the Russell 2000® Index, -14.97%. Few sectors within the broad-market S&P 500® gained ground, with a wide gap separating leaders from laggards. Despite increased competition among wireless carriers, telecommunication services (+8%) led the way, followed by the more defensive utilities sector (+6%). Rising wages and low inflation buoyed consumer staples (+4%), less so consumer discretionary (0%). Meanwhile, energy (-24%) foundered amid commodity weakness that also hurt materials (-17%). The financials sector (-12%) struggled as well.

Comments from Portfolio Manager Barry Golden:  Reflecting the challenging environment created by a sharp downturn in stocks in August and again in the early months of 2016, the fund's share classes lagged the -13.30% return of the benchmark Russell 2500™ Index. Relative to the benchmark, sub-adviser Advisory Research's strategy emphasizing companies' intrinsic value performed somewhat worse than expected, given that this manager also incorporates a quality tilt into its investment process. It was hampered by selections in the materials sector and the health care equipment & services and diversified financials groups. Newly hired sub-adviser Portolan Capital Management® modestly detracted, as this manager's somewhat higher-risk, global-growth strategy underperformed amid a generally risk-averse market environment. On the plus side, RS Investment Management, which runs an aggressive-growth, quality-tilted strategy, performed better than anticipated given its higher-risk approach. This manager was helped by favorable positioning in energy and technology, along with solid selections in industrials. Arrowpoint Asset Management, also hired during the period, was another contributor, as this manager's quality-oriented growth strategy helped it outperform when the market environment shifted in January and February.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalent) % of fund's net assets % of fund's net assets 6 months ago 
PowerShares S&P SmallCap Financials Portfolio ETF 1.0 0.9 
E*TRADE Financial Corp. 0.8 0.8 
Allison Transmission Holdings, Inc. 0.8 0.8 
Pinnacle Foods, Inc. 0.7 0.4 
Voya Financial, Inc. 0.7 0.8 
Euronet Worldwide, Inc. 0.7 0.6 
FNF Group 0.6 0.6 
Berry Plastics Group, Inc. 0.6 0.5 
Mellanox Technologies Ltd. 0.6 0.3 
CoreLogic, Inc. 0.6 0.6 
 7.1  

Top Five Market Sectors as of February 29, 2016

(stocks only) % of fund's net assets % of fund's net assets 6 months ago 
Information Technology 21.1 19.5 
Financials 17.4 18.8 
Consumer Discretionary 15.4 13.8 
Industrials 13.8 14.7 
Health Care 12.4 14.0 

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Common Stocks 92.0% 
   Sector Funds 1.0% 
   Short-Term Investments and Net Other Assets (Liabilities) 7.0% 


As of August 31, 2015 
   Common Stocks 93.1% 
   Sector Funds 0.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.0% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 92.0%   
 Shares Value 
CONSUMER DISCRETIONARY - 15.4%   
Auto Components - 0.9%   
BorgWarner, Inc. 360 $11,765 
Cooper Tire & Rubber Co. 1,125 44,213 
Dana Holding Corp. 2,344 29,159 
Delphi Automotive PLC 187 12,469 
Gentex Corp. 3,228 47,000 
The Goodyear Tire & Rubber Co. 1,782 53,674 
Visteon Corp. 1,056 73,836 
  272,116 
Automobiles - 0.4%   
Harley-Davidson, Inc. 3,160 136,417 
Distributors - 0.6%   
LKQ Corp. (a) 6,061 167,284 
Pool Corp. 379 30,422 
  197,706 
Diversified Consumer Services - 1.2%   
2U, Inc. (a) 1,871 41,817 
Grand Canyon Education, Inc. (a) 1,040 40,539 
H&R Block, Inc. 3,752 123,366 
Houghton Mifflin Harcourt Co. (a) 1,373 25,826 
LifeLock, Inc. (a) 1,162 12,817 
ServiceMaster Global Holdings, Inc. (a) 3,376 128,052 
  372,417 
Hotels, Restaurants & Leisure - 3.1%   
BJ's Restaurants, Inc. (a) 457 20,145 
Bravo Brio Restaurant Group, Inc. (a) 1,825 14,253 
Brinker International, Inc. 378 18,824 
Carrols Restaurant Group, Inc. (a) 3,869 51,342 
Dave & Buster's Entertainment, Inc. (a) 860 31,743 
Del Taco Restaurants, Inc. (a) 282 3,054 
Domino's Pizza, Inc. 231 30,732 
Dunkin' Brands Group, Inc. 1,798 83,751 
El Pollo Loco Holdings, Inc. (a) 1,241 16,021 
Fiesta Restaurant Group, Inc. (a) 990 32,789 
Hyatt Hotels Corp. Class A (a) 1,965 90,685 
Jack in the Box, Inc. 341 23,444 
Kona Grill, Inc. (a) 568 8,418 
Marriott Vacations Worldwide Corp. 366 22,161 
MGM Mirage, Inc. (a) 7,840 148,411 
Penn National Gaming, Inc. (a) 1,358 18,795 
Popeyes Louisiana Kitchen, Inc. (a) 1,020 55,580 
Six Flags Entertainment Corp. 1,660 84,428 
Sonic Corp. 1,240 36,419 
Starwood Hotels & Resorts Worldwide, Inc. 340 23,497 
Texas Roadhouse, Inc. Class A 665 27,737 
The Cheesecake Factory, Inc. 424 21,158 
Vail Resorts, Inc. 230 29,304 
Wendy's Co. 4,725 44,273 
  936,964 
Household Durables - 0.8%   
CalAtlantic Group, Inc. 513 15,564 
D.R. Horton, Inc. 1,030 27,522 
Helen of Troy Ltd. (a) 210 20,026 
iRobot Corp. (a) 1,304 40,867 
Newell Rubbermaid, Inc. 2,685 102,057 
Toll Brothers, Inc. (a) 800 21,960 
TopBuild Corp. (a) 488 13,166 
  241,162 
Internet & Catalog Retail - 0.4%   
1-800-FLOWERS.com, Inc. Class A (a) 1,183 9,239 
Duluth Holdings, Inc. 200 3,310 
Expedia, Inc. 58 6,038 
Groupon, Inc. Class A (a) 8,286 39,607 
Shutterfly, Inc. (a) 1,219 54,172 
  112,366 
Leisure Products - 0.5%   
Brunswick Corp. 460 19,568 
Hasbro, Inc. 780 59,179 
Polaris Industries, Inc. 695 61,097 
  139,844 
Media - 2.4%   
Crown Media Holdings, Inc. Class A (a) 1,050 4,610 
Discovery Communications, Inc. Class A (a) 605 15,125 
E.W. Scripps Co. Class A 1,141 19,694 
Gray Television, Inc. (a) 3,385 39,063 
IMAX Corp. (a) 2,702 79,736 
Lions Gate Entertainment Corp. 286 6,035 
Media General, Inc. (a) 2,269 37,711 
National CineMedia, Inc. 4,941 73,868 
News Corp. Class A 4,843 52,401 
Nexstar Broadcasting Group, Inc. Class A 1,007 44,993 
Omnicom Group, Inc. 120 9,337 
Scholastic Corp. 1,290 45,189 
Sinclair Broadcast Group, Inc. Class A 3,108 95,944 
Tegna, Inc. 4,355 107,307 
Tribune Media Co. Class A 2,715 97,469 
  728,482 
Specialty Retail - 3.4%   
Aarons, Inc. Class A 947 21,772 
Advance Auto Parts, Inc. 92 13,656 
American Eagle Outfitters, Inc. 2,783 42,469 
Cabela's, Inc. Class A (a) 160 7,677 
CST Brands, Inc. 4,836 156,880 
Destination Maternity Corp. 417 3,369 
Destination XL Group, Inc. (a) 5,016 22,321 
DSW, Inc. Class A 2,050 53,710 
Express, Inc. (a) 900 15,507 
Five Below, Inc. (a) 1,303 49,970 
Genesco, Inc. (a) 81 5,344 
GNC Holdings, Inc. 360 10,253 
Hibbett Sports, Inc. (a) 1,199 42,565 
Lithia Motors, Inc. Class A (sub. vtg.) 1,107 102,641 
Monro Muffler Brake, Inc. 366 25,023 
New York & Co., Inc. (a) 900 1,800 
Office Depot, Inc. (a) 2,156 10,952 
Outerwall, Inc. 789 24,609 
Rent-A-Center, Inc. 2,352 30,035 
Restoration Hardware Holdings, Inc. (a) 840 31,912 
Ross Stores, Inc. 220 12,096 
Sally Beauty Holdings, Inc. (a) 3,812 120,383 
Select Comfort Corp. (a) 450 8,055 
Staples, Inc. 5,500 51,975 
The Container Store Group, Inc. (a) 1,652 8,937 
Ulta Salon, Cosmetics & Fragrance, Inc. (a) 460 75,987 
Vitamin Shoppe, Inc. (a) 315 8,691 
Williams-Sonoma, Inc. 1,090 56,800 
  1,015,389 
Textiles, Apparel & Luxury Goods - 1.7%   
Carter's, Inc. 1,494 151,835 
Crocs, Inc. (a) 820 8,028 
Deckers Outdoor Corp. (a) 220 12,443 
G-III Apparel Group Ltd. (a) 1,618 85,350 
Oxford Industries, Inc. 139 10,096 
PVH Corp. 1,528 120,941 
Skechers U.S.A., Inc. Class A (sub. vtg.) (a) 464 15,275 
Steven Madden Ltd. (a) 660 23,232 
Tumi Holdings, Inc. (a) 1,015 20,046 
Wolverine World Wide, Inc. 2,977 56,355 
  503,601 
TOTAL CONSUMER DISCRETIONARY  4,656,464 
CONSUMER STAPLES - 1.9%   
Beverages - 0.1%   
Boston Beer Co., Inc. Class A (a) 163 30,662 
Food & Staples Retailing - 0.2%   
Casey's General Stores, Inc. 120 12,668 
Fresh Market, Inc. (a) 1,390 32,067 
Sprouts Farmers Market LLC (a) 1,065 30,331 
  75,066 
Food Products - 1.3%   
B&G Foods, Inc. Class A 590 20,408 
Cal-Maine Foods, Inc. 822 43,878 
Ingredion, Inc. 180 18,220 
Lancaster Colony Corp. 267 27,173 
Pinnacle Foods, Inc. 5,305 229,123 
Snyders-Lance, Inc. 1,550 50,701 
  389,503 
Household Products - 0.2%   
Energizer Holdings, Inc. 145 5,646 
Spectrum Brands Holdings, Inc. 508 48,651 
  54,297 
Personal Products - 0.1%   
Edgewell Personal Care Co. (a) 145 11,085 
Elizabeth Arden, Inc. (a) 650 4,030 
  15,115 
TOTAL CONSUMER STAPLES  564,643 
ENERGY - 2.3%   
Energy Equipment & Services - 0.8%   
Dril-Quip, Inc. (a) 737 39,982 
Helmerich & Payne, Inc. 135 7,151 
ION Geophysical Corp. (a) 186 577 
McDermott International, Inc. (a) 1,150 3,795 
Nabors Industries Ltd. 3,875 27,745 
Oceaneering International, Inc. 662 18,284 
Patterson-UTI Energy, Inc. 907 14,095 
Precision Drilling Corp. 18,350 58,861 
RigNet, Inc. (a) 2,377 31,376 
TETRA Technologies, Inc. (a) 2,000 10,080 
U.S. Silica Holdings, Inc. 935 17,943 
  229,889 
Oil, Gas & Consumable Fuels - 1.5%   
Carrizo Oil & Gas, Inc. (a) 2,497 53,686 
Cheniere Energy Partners LP Holdings LLC 771 12,930 
Cheniere Energy, Inc. (a) 1,107 39,575 
Diamondback Energy, Inc. 320 22,800 
Energen Corp. 2,116 56,032 
Laredo Petroleum, Inc. (a) 1,525 7,793 
Memorial Resource Development Corp. (a) 1,358 13,132 
Newfield Exploration Co. (a) 3,175 86,455 
PBF Energy, Inc. Class A 1,695 51,189 
Pioneer Natural Resources Co. 425 51,225 
Sunoco Logistics Partners, LP 516 15,506 
Valero Energy Corp. 240 14,419 
WPX Energy, Inc. (a) 8,005 32,901 
  457,643 
TOTAL ENERGY  687,532 
FINANCIALS - 17.4%   
Banks - 4.2%   
Bank of the Ozarks, Inc. 478 18,088 
BankUnited, Inc. 3,672 117,945 
Cathay General Bancorp 732 19,537 
Columbia Banking Systems, Inc. 1,012 29,176 
Comerica, Inc. 380 12,836 
Cullen/Frost Bankers, Inc. 686 32,880 
East West Bancorp, Inc. 1,786 53,526 
First Niagara Financial Group, Inc. 720 6,653 
First Republic Bank 1,190 73,233 
Great Western Bancorp, Inc. 949 23,355 
Hancock Holding Co. 1,372 31,652 
Home Bancshares, Inc. 621 24,542 
Huntington Bancshares, Inc. 2,710 23,713 
Investors Bancorp, Inc. 6,821 77,214 
KeyCorp 6,515 68,733 
MB Financial, Inc. 617 18,831 
Opus Bank 650 20,969 
PacWest Bancorp 1,399 45,020 
Pinnacle Financial Partners, Inc. 937 43,449 
PrivateBancorp, Inc. 1,735 59,615 
Regions Financial Corp. 2,525 18,988 
SVB Financial Group (a) 1,527 135,674 
Talmer Bancorp, Inc. Class A 2,118 35,582 
TCF Financial Corp. 1,450 16,443 
Texas Capital Bancshares, Inc. (a) 375 12,124 
Umpqua Holdings Corp. 3,827 57,558 
United Community Bank, Inc. 4,420 76,510 
Webster Financial Corp. 3,095 104,023 
  1,257,869 
Capital Markets - 2.8%   
Ameriprise Financial, Inc. 160 13,432 
Ares Capital Corp. 1,545 21,105 
E*TRADE Financial Corp. (a) 10,064 236,101 
Financial Engines, Inc. 1,312 32,013 
Invesco Ltd. 4,020 107,495 
Janus Capital Group, Inc. 1,283 16,589 
Lazard Ltd. Class A 2,840 99,911 
LPL Financial 1,854 37,506 
Oaktree Capital Group LLC Class A 960 44,064 
Raymond James Financial, Inc. 1,718 75,317 
SEI Investments Co. 1,220 46,567 
Stifel Financial Corp. (a) 630 18,245 
T. Rowe Price Group, Inc. 305 21,079 
Waddell & Reed Financial, Inc. Class A 280 6,558 
WisdomTree Investments, Inc. 5,323 63,078 
  839,060 
Consumer Finance - 0.6%   
Ally Financial, Inc. (a) 1,676 29,464 
Discover Financial Services 1,365 63,363 
Encore Capital Group, Inc. (a) 1,035 24,064 
SLM Corp. (a) 10,041 58,639 
  175,530 
Diversified Financial Services - 1.3%   
IntercontinentalExchange, Inc. 175 41,731 
Leucadia National Corp. 6,590 95,226 
MarketAxess Holdings, Inc. 443 52,478 
Voya Financial, Inc. 7,500 220,200 
  409,635 
Insurance - 3.0%   
Allied World Assurance Co. Holdings AG 4,425 143,326 
American Equity Investment Life Holding Co. 935 12,716 
American Financial Group, Inc. 407 27,302 
AmTrust Financial Services, Inc. 1,434 35,061 
Aon PLC 78 7,433 
Assurant, Inc. 627 44,580 
Cincinnati Financial Corp. 455 28,729 
Endurance Specialty Holdings Ltd. 1,220 75,969 
FNF Group 5,534 182,511 
FNFV Group (a) 2,160 21,967 
Primerica, Inc. 1,299 54,805 
Reinsurance Group of America, Inc. 354 31,895 
RLI Corp. 92 5,775 
Torchmark Corp. 425 21,769 
Unum Group 500 14,265 
Validus Holdings Ltd. 635 28,518 
White Mountains Insurance Group Ltd. 190 145,703 
Willis Group Holdings PLC 296 33,543 
  915,867 
Real Estate Investment Trusts - 3.9%   
Alexandria Real Estate Equities, Inc. 1,770 140,113 
Altisource Residential Corp. Class B 505 4,737 
Ashford Hospitality Trust, Inc. 1,658 9,169 
Chambers Street Properties 1,846 13,937 
Chesapeake Lodging Trust 547 13,899 
Communications Sales & Leasing, Inc. 550 10,368 
Corporate Office Properties Trust (SBI) 1,202 28,127 
Corrections Corp. of America 668 19,325 
CubeSmart 1,280 38,272 
Duke Realty LP 1,091 22,562 
DuPont Fabros Technology, Inc. 1,670 59,536 
EPR Properties 1,050 65,342 
Essex Property Trust, Inc. 65 13,603 
Extra Space Storage, Inc. 650 53,398 
Hersha Hospitality Trust 1,843 37,100 
Kite Realty Group Trust 928 24,982 
Liberty Property Trust (SBI) 2,610 75,377 
Medical Properties Trust, Inc. 3,046 35,242 
Mid-America Apartment Communities, Inc. 536 48,208 
National Retail Properties, Inc. 530 23,309 
National Storage Affiliates Trust 1,703 30,807 
Physicians Realty Trust 4,575 78,599 
Prologis, Inc. 280 10,769 
Ryman Hospitality Properties, Inc. 1,925 92,150 
SL Green Realty Corp. 1,165 102,730 
Sovran Self Storage, Inc. 205 21,820 
Stag Industrial, Inc. 1,173 20,598 
Sunstone Hotel Investors, Inc. 6,094 78,613 
Weyerhaeuser Co. 780 20,264 
  1,192,956 
Real Estate Management & Development - 1.2%   
Alexander & Baldwin, Inc. 3,982 133,477 
CBRE Group, Inc. (a) 4,410 112,058 
Jones Lang LaSalle, Inc. 241 24,599 
Kennedy-Wilson Holdings, Inc. 4,675 88,919 
  359,053 
Thrifts & Mortgage Finance - 0.4%   
Farmer Mac Class C (non-vtg.) 212 6,879 
Lendingtree, Inc. (a) 550 48,604 
Washington Federal, Inc. 2,660 56,365 
  111,848 
TOTAL FINANCIALS  5,261,818 
HEALTH CARE - 12.4%   
Biotechnology - 1.5%   
ACADIA Pharmaceuticals, Inc. (a) 371 6,403 
Alnylam Pharmaceuticals, Inc. (a) 265 15,521 
Anacor Pharmaceuticals, Inc. (a) 213 13,585 
Atara Biotherapeutics, Inc. (a) 734 12,067 
bluebird bio, Inc. (a) 597 27,593 
Cepheid, Inc. (a) 447 13,267 
DBV Technologies SA sponsored ADR (a) 583 14,662 
Dyax Corp. rights 12/31/19 (a) 741 1,727 
Enanta Pharmaceuticals, Inc. (a) 288 8,176 
Exelixis, Inc. (a) 2,534 9,224 
Halozyme Therapeutics, Inc. (a) 840 6,829 
Juno Therapeutics, Inc. (a) 396 13,927 
Ligand Pharmaceuticals, Inc. Class B (a) 1,230 113,504 
Momenta Pharmaceuticals, Inc. (a) 1,396 11,733 
Myriad Genetics, Inc. (a) 2,019 70,665 
Neurocrine Biosciences, Inc. (a) 842 30,969 
OvaScience, Inc. (a) 3,249 18,032 
Puma Biotechnology, Inc. (a) 175 7,837 
Repligen Corp. (a) 583 15,001 
Seattle Genetics, Inc. (a) 488 14,733 
United Therapeutics Corp. (a) 335 40,850 
  466,305 
Health Care Equipment & Supplies - 4.2%   
Abiomed, Inc. (a) 558 44,646 
Accuray, Inc. (a) 2,250 11,363 
Alere, Inc. (a) 928 49,462 
Align Technology, Inc. (a) 1,217 80,359 
Analogic Corp. 843 63,208 
Anika Therapeutics, Inc. (a) 707 31,907 
Cantel Medical Corp. 307 19,534 
Cryolife, Inc. 1,105 11,835 
Dentsply Sirona, Inc. 1,280 78,029 
DexCom, Inc. (a) 1,381 89,848 
Endologix, Inc. (a) 3,874 33,394 
Glaukos Corp. 653 10,748 
Globus Medical, Inc. (a) 4,960 120,528 
Greatbatch, Inc. (a) 391 14,780 
Hill-Rom Holdings, Inc. 481 22,294 
Hologic, Inc. (a) 2,679 92,774 
Insulet Corp. (a) 427 13,083 
LDR Holding Corp. (a) 2,016 41,832 
Novadaq Technologies, Inc. (a) 534 5,132 
Novadaq Technologies, Inc. (a) 1,000 9,610 
NuVasive, Inc. (a) 450 18,810 
NxStage Medical, Inc. (a) 1,052 15,675 
Quidel Corp. (a) 909 14,244 
Sirona Dental Systems, Inc. (a) 248 27,427 
St. Jude Medical, Inc. 375 20,134 
Steris PLC 1,556 100,082 
The Cooper Companies, Inc. 441 63,045 
The Spectranetics Corp. (a) 2,322 32,926 
West Pharmaceutical Services, Inc. 1,745 108,225 
Zimmer Biomet Holdings, Inc. 280 27,107 
  1,272,041 
Health Care Providers & Services - 3.3%   
Air Methods Corp. (a) 657 23,869 
Amedisys, Inc. (a) 515 18,921 
AMN Healthcare Services, Inc. (a) 1,133 32,211 
AmSurg Corp. (a) 1,586 107,927 
Brookdale Senior Living, Inc. (a) 8,559 122,993 
Capital Senior Living Corp. (a) 2,821 48,183 
Centene Corp. (a) 1,545 88,003 
Chemed Corp. 280 35,980 
Community Health Systems, Inc. (a) 532 8,044 
Envision Healthcare Holdings, Inc. (a) 606 13,326 
ExamWorks Group, Inc. (a) 1,293 37,626 
Five Star Quality Care, Inc. (a) 8,331 19,744 
HealthEquity, Inc. (a) 678 14,116 
HealthSouth Corp. 2,918 102,801 
Henry Schein, Inc. (a) 225 37,226 
LifePoint Hospitals, Inc. (a) 371 23,136 
MEDNAX, Inc. (a) 503 33,721 
Premier, Inc. (a) 3,573 116,194 
Select Medical Holdings Corp. 1,544 15,116 
Universal Health Services, Inc. Class B 380 41,941 
VCA, Inc. (a) 1,001 51,081 
  992,159 
Health Care Technology - 0.4%   
Allscripts Healthcare Solutions, Inc. (a) 1,860 23,287 
athenahealth, Inc. (a) 146 18,844 
Cerner Corp. (a) 255 13,020 
HMS Holdings Corp. (a) 1,958 25,787 
Medidata Solutions, Inc. (a) 415 14,318 
Omnicell, Inc. (a) 633 17,325 
  112,581 
Life Sciences Tools & Services - 1.5%   
Affymetrix, Inc. (a) 1,494 20,976 
Bio-Rad Laboratories, Inc. Class A (a) 270 36,353 
Bio-Techne Corp. 240 20,602 
Cambrex Corp. (a) 505 19,478 
Charles River Laboratories International, Inc. (a) 1,900 139,517 
Fluidigm Corp. (a) 680 4,508 
ICON PLC (a) 570 40,561 
Luminex Corp. (a) 100 1,868 
PAREXEL International Corp. (a) 951 55,814 
PerkinElmer, Inc. 1,218 57,563 
Sequenom, Inc. (a) 9,226 13,562 
VWR Corp. (a) 896 21,862 
Waters Corp. (a) 216 25,987 
  458,651 
Pharmaceuticals - 1.5%   
Akorn, Inc. (a) 1,792 47,649 
Catalent, Inc. (a) 791 19,198 
DepoMed, Inc. (a) 1,482 22,645 
Flamel Technologies SA sponsored ADR (a) 2,423 21,153 
GW Pharmaceuticals PLC ADR (a) 1,694 69,623 
Horizon Pharma PLC (a) 4,763 81,733 
Impax Laboratories, Inc. (a) 353 11,540 
Jazz Pharmaceuticals PLC (a) 680 82,674 
Nektar Therapeutics (a) 1,671 18,665 
Perrigo Co. PLC 118 14,898 
Prestige Brands Holdings, Inc. (a) 407 19,902 
Relypsa, Inc. (a) 406 5,384 
Revance Therapeutics, Inc. (a) 719 12,716 
Supernus Pharmaceuticals, Inc. (a) 1,374 17,230 
TherapeuticsMD, Inc. (a) 4,525 27,648 
  472,658 
TOTAL HEALTH CARE  3,774,395 
INDUSTRIALS - 13.8%   
Aerospace & Defense - 1.6%   
AeroVironment, Inc. (a) 530 13,186 
BE Aerospace, Inc. 747 32,584 
Curtiss-Wright Corp. 205 14,471 
HEICO Corp. Class A 3,093 135,164 
Hexcel Corp. 2,350 97,126 
Huntington Ingalls Industries, Inc. 220 28,833 
KEYW Holding Corp. (a) 2,525 15,731 
Spirit AeroSystems Holdings, Inc. Class A (a) 735 33,810 
Teledyne Technologies, Inc. (a) 397 33,816 
Textron, Inc. 540 18,441 
TransDigm Group, Inc. (a) 218 46,560 
Triumph Group, Inc. 407 12,397 
  482,119 
Air Freight & Logistics - 0.2%   
Forward Air Corp. 1,695 69,020 
Airlines - 0.4%   
Air Canada (a) 6,761 36,079 
Allegiant Travel Co. 145 23,763 
Hawaiian Holdings, Inc. (a) 170 7,313 
JetBlue Airways Corp. (a) 1,855 40,810 
Southwest Airlines Co. 205 8,600 
  116,565 
Building Products - 1.2%   
A.O. Smith Corp. 1,004 70,662 
Armstrong World Industries, Inc. (a) 1,045 42,354 
Fortune Brands Home & Security, Inc. 1,240 62,273 
Masonite International Corp. (a) 1,342 77,178 
Owens Corning 2,110 90,561 
Universal Forest Products, Inc. 265 20,331 
  363,359 
Commercial Services & Supplies - 1.9%   
Casella Waste Systems, Inc. Class A (a) 12,661 75,080 
Clean Harbors, Inc. (a) 2,392 101,899 
Covanta Holding Corp. 1,350 18,806 
Herman Miller, Inc. 555 14,480 
Interface, Inc. 3,591 57,097 
Knoll, Inc. 2,080 39,728 
Pitney Bowes, Inc. 1,122 20,331 
Ritchie Brothers Auctioneers, Inc. 3,886 92,914 
Steelcase, Inc. Class A 3,464 43,265 
The Brink's Co. 3,305 96,671 
  560,271 
Construction & Engineering - 0.5%   
KBR, Inc. 9,110 125,991 
Quanta Services, Inc. (a) 1,203 24,409 
  150,400 
Electrical Equipment - 1.1%   
Acuity Brands, Inc. 290 60,735 
Encore Wire Corp. 1,775 64,149 
Generac Holdings, Inc. (a) 733 25,464 
Hubbell, Inc. Class B 802 79,687 
Regal Beloit Corp. 813 44,374 
Rockwell Automation, Inc. 150 15,614 
Sensata Technologies Holding BV (a) 1,246 42,501 
  332,524 
Industrial Conglomerates - 0.1%   
Carlisle Companies, Inc. 371 33,449 
Machinery - 3.4%   
Allison Transmission Holdings, Inc. 9,952 235,663 
CLARCOR, Inc. 493 23,733 
Donaldson Co., Inc. 1,007 28,438 
Harsco Corp. 1,290 4,889 
IDEX Corp. 397 29,839 
ITT Corp. 4,513 159,128 
Kennametal, Inc. 1,290 25,968 
Lincoln Electric Holdings, Inc. 570 31,105 
Manitowoc Co., Inc. 2,576 40,830 
Meritor, Inc. (a) 1,150 8,545 
Middleby Corp. (a) 737 68,246 
Nordson Corp. 246 17,631 
Proto Labs, Inc. (a) 347 22,579 
Stanley Black & Decker, Inc. 540 50,765 
Tennant Co. 849 39,512 
Terex Corp. 565 12,645 
Twin Disc, Inc. 530 4,606 
Valmont Industries, Inc. 105 11,870 
WABCO Holdings, Inc. (a) 259 24,424 
Wabtec Corp. 1,497 105,688 
Woodward, Inc. 1,459 68,500 
Xylem, Inc. 678 25,364 
  1,039,968 
Marine - 0.2%   
Danaos Corp. (a) 850 3,766 
Kirby Corp. (a) 1,132 64,083 
  67,849 
Professional Services - 1.1%   
Advisory Board Co. (a) 465 13,713 
CEB, Inc. 1,368 74,241 
Equifax, Inc. 100 10,488 
Huron Consulting Group, Inc. (a) 627 34,811 
Korn/Ferry International 2,821 80,173 
On Assignment, Inc. (a) 804 26,540 
TransUnion Holding Co., Inc. 1,760 46,411 
TriNet Group, Inc. (a) 1,418 18,562 
TrueBlue, Inc. (a) 1,370 31,442 
  336,381 
Road & Rail - 1.1%   
Avis Budget Group, Inc. (a) 550 14,102 
Heartland Express, Inc. 3,209 59,046 
Kansas City Southern 200 16,342 
Knight Transportation, Inc. 3,792 91,880 
Old Dominion Freight Lines, Inc. (a) 917 59,202 
Roadrunner Transportation Systems, Inc. (a) 1,773 20,673 
Ryder System, Inc. 300 17,016 
Saia, Inc. (a) 779 20,449 
Swift Transporation Co. (a) 1,056 17,994 
  316,704 
Trading Companies & Distributors - 1.0%   
AerCap Holdings NV (a) 2,955 105,582 
HD Supply Holdings, Inc. (a) 2,676 74,366 
MSC Industrial Direct Co., Inc. Class A 1,243 86,488 
Watsco, Inc. 231 29,464 
WESCO International, Inc. (a) 416 18,325 
  314,225 
TOTAL INDUSTRIALS  4,182,834 
INFORMATION TECHNOLOGY - 21.1%   
Communications Equipment - 1.3%   
Applied Optoelectronics, Inc. (a) 1,821 32,760 
Arris International PLC (a) 2,125 50,766 
Brocade Communications Systems, Inc. 3,280 32,570 
Ciena Corp. (a) 5,066 103,853 
Finisar Corp. (a) 740 10,789 
Infinera Corp. (a) 2,751 43,163 
Lumentum Holdings, Inc. (a) 1,270 30,518 
NetScout Systems, Inc. (a) 790 16,329 
ShoreTel, Inc. (a) 1,707 12,615 
Sonus Networks, Inc. (a) 1,450 11,296 
Viavi Solutions, Inc. (a) 7,260 47,408 
  392,067 
Electronic Equipment & Components - 4.2%   
Belden, Inc. 528 28,919 
CDW Corp. 3,562 140,984 
Cognex Corp. 1,325 49,038 
Coherent, Inc. (a) 410 34,686 
Dolby Laboratories, Inc. Class A 320 12,640 
FEI Co. 752 61,092 
FLIR Systems, Inc. 2,739 84,799 
II-VI, Inc. (a) 980 21,511 
Ingram Micro, Inc. Class A 1,423 50,943 
IPG Photonics Corp. (a) 828 68,277 
Itron, Inc. (a) 540 21,514 
Keysight Technologies, Inc. (a) 1,377 35,926 
Littelfuse, Inc. 220 24,996 
Maxwell Technologies, Inc. (a) 1,490 8,538 
Mercury Systems, Inc. (a) 1,400 22,876 
Methode Electronics, Inc. Class A 2,413 68,939 
Orbotech Ltd. (a) 2,290 51,869 
OSI Systems, Inc. (a) 416 25,114 
Rogers Corp. (a) 365 19,498 
ScanSource, Inc. (a) 1,414 52,869 
SYNNEX Corp. 721 67,796 
Tech Data Corp. (a) 1,255 88,365 
Trimble Navigation Ltd. (a) 4,101 95,389 
Universal Display Corp. (a) 1,301 62,162 
VeriFone Systems, Inc. (a) 430 10,273 
Zebra Technologies Corp. Class A (a) 958 59,185 
  1,268,198 
Internet Software & Services - 3.0%   
Akamai Technologies, Inc. (a) 495 26,715 
Alphabet, Inc. Class C 119 83,035 
Apigee Corp. 901 5,271 
Autobytel, Inc. (a) 527 10,118 
Baidu.com, Inc. sponsored ADR (a) 28 4,856 
Bankrate, Inc. (a) 1,190 9,115 
Care.com, Inc. (a) 3,503 21,228 
ChannelAdvisor Corp. (a) 2,608 27,723 
Cimpress NV (a) 427 37,653 
comScore, Inc. (a) 149 6,131 
CoStar Group, Inc. (a) 314 55,597 
Demandware, Inc. (a) 841 29,174 
Facebook, Inc. Class A (a) 155 16,573 
Five9, Inc. (a) 489 3,936 
GoDaddy, Inc. (a) 2,254 70,663 
j2 Global, Inc. 273 19,951 
LogMeIn, Inc. (a) 2,230 113,507 
Marketo, Inc. (a) 2,455 41,416 
Match Group, Inc. (a) 2,683 29,218 
Monster Worldwide, Inc. (a) 2,743 8,174 
New Relic, Inc. (a) 645 17,170 
Pandora Media, Inc. (a) 1,050 10,731 
Rackspace Hosting, Inc. (a) 1,407 30,293 
SciQuest, Inc. (a) 3,583 43,533 
Shutterstock, Inc. (a) 723 25,233 
SPS Commerce, Inc. (a) 480 21,466 
Stamps.com, Inc. (a) 741 87,831 
Twitter, Inc. (a) 683 12,376 
Web.com Group, Inc. (a) 559 10,146 
Wix.com Ltd. (a) 556 10,692 
XO Group, Inc. (a) 1,283 18,321 
  907,846 
IT Services - 3.6%   
Acxiom Corp. (a) 1,630 33,806 
Alliance Data Systems Corp. (a) 104 21,854 
Amdocs Ltd. 500 28,380 
Black Knight Financial Services, Inc. Class A 2,291 67,149 
Booz Allen Hamilton Holding Corp. Class A 936 25,834 
Cognizant Technology Solutions Corp. Class A (a) 203 11,567 
Convergys Corp. 410 10,570 
CoreLogic, Inc. (a) 4,855 167,934 
DST Systems, Inc. 200 20,916 
EPAM Systems, Inc. (a) 526 35,968 
Euronet Worldwide, Inc. (a) 3,346 219,297 
ExlService Holdings, Inc. (a) 436 20,531 
Fidelity National Information Services, Inc. 450 26,213 
Gartner, Inc. Class A (a) 694 57,186 
Genpact Ltd. (a) 3,030 80,083 
Global Payments, Inc. 1,490 90,816 
Lionbridge Technologies, Inc. (a) 5,403 23,827 
MoneyGram International, Inc. (a) 1,340 7,209 
Neustar, Inc. Class A (a) 970 24,124 
Total System Services, Inc. 905 39,440 
Vantiv, Inc. (a) 890 46,316 
Virtusa Corp. (a) 681 24,107 
  1,083,127 
Semiconductors & Semiconductor Equipment - 3.3%   
Atmel Corp. 2,914 23,545 
Cavium, Inc. (a) 1,806 107,439 
Ceva, Inc. (a) 450 8,825 
Cypress Semiconductor Corp. 1,375 10,973 
First Solar, Inc. (a) 400 28,748 
FormFactor, Inc. (a) 1,600 12,160 
Inphi Corp. (a) 558 14,117 
Integrated Device Technology, Inc. (a) 1,975 38,355 
Lam Research Corp. 1,005 73,667 
M/A-COM Technology Solutions Holdings, Inc. (a) 963 36,498 
Maxim Integrated Products, Inc. 918 31,083 
Mellanox Technologies Ltd. (a) 3,338 169,604 
Microsemi Corp. (a) 782 27,081 
MKS Instruments, Inc. 620 20,398 
Monolithic Power Systems, Inc. 1,780 105,127 
Power Integrations, Inc. 442 20,257 
Rambus, Inc. (a) 2,600 33,878 
Rudolph Technologies, Inc. (a) 500 6,480 
Silicon Laboratories, Inc. (a) 442 18,233 
Skyworks Solutions, Inc. 925 61,466 
Teradyne, Inc. 1,290 24,613 
Ultratech, Inc. (a) 1,490 30,217 
United Microelectronics Corp. sponsored ADR 21,787 45,099 
Veeco Instruments, Inc. (a) 3,051 56,596 
  1,004,459 
Software - 5.3%   
Adobe Systems, Inc. (a) 118 10,048 
ANSYS, Inc. (a) 80 6,642 
Aspen Technology, Inc. (a) 1,438 47,411 
Autodesk, Inc. (a) 535 27,681 
Barracuda Networks, Inc. (a) 1,948 25,051 
Bottomline Technologies, Inc. (a) 978 27,589 
BroadSoft, Inc. (a) 660 24,347 
CA Technologies, Inc. 455 13,327 
Cadence Design Systems, Inc. (a) 5,212 112,319 
Callidus Software, Inc. (a) 5,161 70,861 
Check Point Software Technologies Ltd. (a) 127 10,550 
CommVault Systems, Inc. (a) 1,775 66,509 
Covisint Corp. (a) 6,889 13,434 
Descartes Systems Group, Inc. (a) 936 15,987 
Descartes Systems Group, Inc. (a) 146 2,500 
Electronic Arts, Inc. (a) 663 42,591 
EPIQ Systems, Inc. 408 5,581 
Fair Isaac Corp. 256 25,477 
Fleetmatics Group PLC (a) 1,979 71,462 
Gigamon, Inc. (a) 250 6,843 
Guidance Software, Inc. (a) 799 4,275 
Guidewire Software, Inc. (a) 484 23,827 
HubSpot, Inc. (a) 252 10,498 
Interactive Intelligence Group, Inc. (a) 778 23,286 
Manhattan Associates, Inc. (a) 930 51,392 
Mentor Graphics Corp. 1,912 36,519 
MicroStrategy, Inc. Class A (a) 156 25,099 
Model N, Inc. (a) 2,124 21,920 
Nuance Communications, Inc. (a) 4,495 87,697 
Paycom Software, Inc. (a) 1,440 45,907 
Progress Software Corp. (a) 325 8,197 
Proofpoint, Inc. (a) 400 18,736 
PROS Holdings, Inc. (a) 328 3,605 
QAD, Inc. Class A 283 5,538 
Qlik Technologies, Inc. (a) 774 17,972 
Qualys, Inc. (a) 2,319 57,905 
RealPage, Inc. (a) 745 14,937 
RingCentral, Inc. (a) 1,802 33,337 
Rovi Corp. (a) 1,630 37,131 
SeaChange International, Inc. (a) 1,680 9,694 
Silver Spring Networks, Inc. (a) 1,300 16,250 
Solera Holdings, Inc. 1,314 73,190 
SS&C Technologies Holdings, Inc. 627 36,548 
Synchronoss Technologies, Inc. (a) 982 27,506 
Synopsys, Inc. (a) 532 23,807 
Take-Two Interactive Software, Inc. (a) 1,552 55,856 
Tangoe, Inc. (a) 1,014 8,203 
Ultimate Software Group, Inc. (a) 600 103,056 
Verint Systems, Inc. (a) 1,839 65,340 
Xura, Inc. (a) 1,275 25,028 
Zendesk, Inc. (a) 750 13,725 
  1,612,191 
Technology Hardware, Storage & Peripherals - 0.4%   
Cray, Inc. (a) 571 24,216 
Electronics for Imaging, Inc. (a) 1,147 45,433 
NCR Corp. (a) 112 2,616 
Quantum Corp. (a) 4,550 2,321 
Stratasys Ltd. (a) 1,312 24,731 
Super Micro Computer, Inc. (a) 463 15,034 
  114,351 
TOTAL INFORMATION TECHNOLOGY  6,382,239 
MATERIALS - 4.9%   
Chemicals - 2.2%   
Albemarle Corp. U.S. 2,595 145,891 
Ashland, Inc. 271 25,824 
Axalta Coating Systems (a) 1,260 32,710 
Celanese Corp. Class A 1,430 86,286 
Chemtura Corp. (a) 1,229 31,008 
FMC Corp. 488 18,368 
H.B. Fuller Co. 2,917 112,275 
Methanex Corp. 2,934 92,812 
PolyOne Corp. 717 19,294 
The Mosaic Co. 2,414 64,333 
The Scotts Miracle-Gro Co. Class A 465 32,094 
  660,895 
Construction Materials - 0.6%   
Eagle Materials, Inc. 2,090 126,278 
Headwaters, Inc. (a) 1,810 31,892 
Martin Marietta Materials, Inc. 178 25,386 
  183,556 
Containers & Packaging - 1.4%   
Avery Dennison Corp. 510 33,211 
Berry Plastics Group, Inc. (a) 5,461 170,001 
Crown Holdings, Inc. (a) 670 31,390 
Graphic Packaging Holding Co. 6,180 76,199 
WestRock Co. 3,176 107,254 
  418,055 
Metals & Mining - 0.7%   
Cliffs Natural Resources, Inc. (a) 1,950 4,212 
New Gold, Inc. (a) 19,104 64,668 
Newmont Mining Corp. 23 594 
Nucor Corp. 2,125 83,598 
Yamana Gold, Inc. 20,465 57,931 
  211,003 
Paper & Forest Products - 0.0%   
Mercer International, Inc. (SBI) 1,450 13,195 
TOTAL MATERIALS  1,486,704 
TELECOMMUNICATION SERVICES - 1.4%   
Diversified Telecommunication Services - 1.4%   
8x8, Inc. (a) 6,583 76,560 
inContact, Inc. (a) 13,373 123,968 
Level 3 Communications, Inc. (a) 3,245 157,545 
SBA Communications Corp. Class A (a) 383 36,343 
Vonage Holdings Corp. (a) 3,210 17,238 
  411,654 
Wireless Telecommunication Services - 0.0%   
Telephone & Data Systems, Inc. 300 8,016 
U.S. Cellular Corp. (a) 210 8,694 
  16,710 
TOTAL TELECOMMUNICATION SERVICES  428,364 
UTILITIES - 1.4%   
Electric Utilities - 0.3%   
Allete, Inc. 320 16,966 
Great Plains Energy, Inc. 1,253 36,763 
ITC Holdings Corp. 351 14,261 
Westar Energy, Inc. 568 24,685 
  92,675 
Independent Power and Renewable Electricity Producers - 0.2%   
Atlantic Power Corp. 3,650 6,259 
Calpine Corp. (a) 1,057 13,276 
Dynegy, Inc. (a) 1,050 10,584 
NRG Energy, Inc. 1,443 15,556 
Ormat Technologies, Inc. 440 16,790 
  62,465 
Multi-Utilities - 0.9%   
Ameren Corp. 2,125 99,769 
Avangrid, Inc. 484 18,774 
Black Hills Corp. 1,205 67,492 
DTE Energy Co. 1,145 96,317 
  282,352 
TOTAL UTILITIES  437,492 
TOTAL COMMON STOCKS   
(Cost $27,203,046)  27,862,485 
Equity Funds - 1.0%   
Sector Funds - 1.0%   
PowerShares S&P SmallCap Financials Portfolio ETF   
(Cost $274,502) 7,690 292,430 
 Principal Amount  
U.S. Treasury Obligations - 0.2%   
U.S. Treasury Bills, yield at date of purchase 0.31% 4/28/16 (b)   
(Cost $79,960) $80,000 79,965 
 Shares  
Money Market Funds - 6.8%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (c)   
(Cost $2,048,348) 2,048,348 2,048,348 
TOTAL INVESTMENT PORTFOLIO - 100.0%   
(Cost $29,605,856)  30,283,228 
NET OTHER ASSETS (LIABILITIES) - 0.0%  (1,280) 
NET ASSETS - 100%  $30,281,948 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/(Depreciation) 
Purchased    
Equity Index Contracts    
5 CME E-mini S&P MidCap 400 Index Contracts (United States) March 2016 $666,350 $(14,684) 
6 ICE Russell 2000 Index Contracts (United States) March 2016 619,020 (51,743) 
TOTAL FUTURES CONTRACTS   $(66,427) 

The face value of futures purchased as a percentage of Net Assets is 4.2%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Non-income producing

 (b) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $79,965.

 (c) The rate quoted is the annualized seven-day yield of the fund at period end.


Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $4,656,464 $4,656,464 $-- $-- 
Consumer Staples 564,643 564,643 -- -- 
Energy 687,532 687,532 -- -- 
Financials 5,261,818 5,261,818 -- -- 
Health Care 3,774,395 3,772,668 -- 1,727 
Industrials 4,182,834 4,182,834 -- -- 
Information Technology 6,382,239 6,382,239 -- -- 
Materials 1,486,704 1,486,704 -- -- 
Telecommunication Services 428,364 428,364 -- -- 
Utilities 437,492 437,492 -- -- 
Equity Funds 292,430 292,430 -- -- 
Other Short-Term Investments 79,965 -- 79,965 -- 
Money Market Funds 2,048,348 2,048,348 -- -- 
Total Investments in Securities: $30,283,228 $30,201,536 $79,965 $1,727 
Derivative Instruments:     
Liabilities     
Futures Contracts $(66,427) $(66,427) $-- $-- 
Total Liabilities $(66,427) $(66,427) $-- $-- 
Total Derivative Instruments: $(66,427) $(66,427) $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $0 $(66,427) 
Total Equity Risk (66,427) 
Total Value of Derivatives $0 $(66,427) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $29,605,856) 
 $30,283,228 
Receivable for investments sold  271,786 
Receivable for fund shares sold  4,354 
Dividends receivable  20,094 
Interest receivable  167 
Prepaid expenses  17 
Receivable from investment adviser for expense reductions  5,711 
Other receivables  310 
Total assets  30,585,667 
Liabilities   
Payable for investments purchased $225,541  
Accrued management fee 19,103  
Distribution and service plan fees payable 19  
Payable for daily variation margin for derivative instruments 4,830  
Audit fee payable 38,763  
Other affiliated payables 3,289  
Other payables and accrued expenses 12,174  
Total liabilities  303,719 
Net Assets  $30,281,948 
Net Assets consist of:   
Paid in capital  $30,001,471 
Accumulated net investment loss  (6,235) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (324,233) 
Net unrealized appreciation (depreciation) on investments  610,945 
Net Assets  $30,281,948 
Small-Mid Cap Multi-Manager:   
Net Asset Value, offering price and redemption price per share ($28,620,933 ÷ 3,143,776 shares)  $9.10 
Class F:   
Net Asset Value, offering price and redemption price per share ($1,467,518 ÷ 160,672 shares)  $9.13 
Class L:   
Net Asset Value, offering price and redemption price per share ($97,023 ÷ 10,668 shares)  $9.09 
Class N:   
Net Asset Value, offering price and redemption price per share ($96,474 ÷ 10,636 shares)  $9.07 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $330,226 
Interest  334 
Total income  330,560 
Expenses   
Management fee $264,056  
Transfer agent fees 31,355  
Distribution and service plan fees 271  
Accounting fees and expenses 13,071  
Custodian fees and expenses 57,853  
Independent trustees' compensation 373  
Registration fees 40,810  
Audit 62,921  
Legal 1,001  
Miscellaneous 403  
Total expenses before reductions 472,114  
Expense reductions (83,686) 388,428 
Net investment income (loss)  (57,868) 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 1,466,065  
Foreign currency transactions 2,925  
Futures contracts (30,053)  
Total net realized gain (loss)  1,438,937 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(6,242,817)  
Assets and liabilities in foreign currencies  
Futures contracts (124,785)  
Total change in net unrealized appreciation (depreciation)  (6,367,599) 
Net gain (loss)  (4,928,662) 
Net increase (decrease) in net assets resulting from operations  $(4,986,530) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $(57,868) $(117,041) 
Net realized gain (loss) 1,438,937 6,710,123 
Change in net unrealized appreciation (depreciation) (6,367,599) (4,244,918) 
Net increase (decrease) in net assets resulting from operations (4,986,530) 2,348,164 
Distributions to shareholders from net realized gain (2,307,894) (7,543,706) 
Share transactions - net increase (decrease) 3,132,287 (18,356,959) 
Redemption fees 218 418 
Total increase (decrease) in net assets (4,161,919) (23,552,083) 
Net Assets   
Beginning of period 34,443,867 57,995,950 
End of period (including accumulated net investment loss of $6,235 and accumulated net investment loss of $200, respectively) $30,281,948 $34,443,867 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund

Years ended February 28, 2016 A 2015 2014 2013 2012 B 
Selected Per–Share Data      
Net asset value, beginning of period $11.40 $13.46 $12.25 $11.24 $10.00 
Income from Investment Operations      
Net investment income (loss)C (.02) (.04) (.03) .04 D 
Net realized and unrealized gain (loss) (1.54) .70 3.24 1.30 1.25 
Total from investment operations (1.56) .66 3.21 1.34 1.25 
Distributions from net investment income – – – (.04)E – 
Distributions from net realized gain (.74) (2.72) (2.00) (.30)E (.01)E 
Total distributions (.74) (2.72) (2.00) (.33)F (.01) 
Redemption fees added to paid in capitalC D D D D – 
Net asset value, end of period $9.10 $11.40 $13.46 $12.25 $11.24 
Total ReturnG,H (14.27)% 5.88% 27.21% 12.26% 12.46% 
Ratios to Average Net AssetsI      
Expenses before reductions 1.41% 1.34% 1.25% 1.16% 1.58%J 
Expenses net of fee waivers, if any 1.16% 1.16% 1.16% 1.16% 1.16%J 
Expenses net of all reductions 1.16% 1.16% 1.16% 1.16% 1.16%J 
Net investment income (loss) (.18)% (.29)% (.19)% .35% (.19)%J 
Supplemental Data      
Net assets, end of period (000 omitted) $28,621 $32,904 $57,019 $44,361 $39,375 
Portfolio turnover rateK 89% 85% 117% 66% 11%L 

 A For the year ended February 29.

 B For the period December 20, 2011 (commencement of operations) to February 29, 2012.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.005 per share.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Total distributions of $.33 per share is comprised of distributions from net investment income of $.036 and distributions from net realized gain of $.296 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.

 L Amount not annualized.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund Class F

Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $11.42 $13.47 $12.25 $11.49 
Income from Investment Operations     
Net investment income (loss)C (.01) (.02) (.01) .01 
Net realized and unrealized gain (loss) (1.54) .69 3.24 .91 
Total from investment operations (1.55) .67 3.23 .92 
Distributions from net investment income – – – (.04)D 
Distributions from net realized gain (.74) (2.72) (2.01) (.12)D 
Total distributions (.74) (2.72) (2.01) (.16) 
Redemption fees added to paid in capitalC,E – – – – 
Net asset value, end of period $9.13 $11.42 $13.47 $12.25 
Total ReturnF,G (14.16)% 5.95% 27.40% 8.11% 
Ratios to Average Net AssetsH     
Expenses before reductions 1.31% 1.29% 1.24% 1.11%I 
Expenses net of fee waivers, if any 1.06% 1.06% 1.06% 1.06%I 
Expenses net of all reductions 1.06% 1.06% 1.05% 1.06%I 
Net investment income (loss) (.08)% (.19)% (.09)% .38%I 
Supplemental Data     
Net assets, end of period (000 omitted) $1,468 $1,314 $763 $186 
Portfolio turnover rateJ 89% 85% 117% 66% 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 E Amount represents less than $.005 per share.

 F Total returns for periods of less than one year are not annualized.

 G Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 I Annualized

 J Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund Class L

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $11.39 $13.45 $14.28 
Income from Investment Operations    
Net investment income (loss)C (.02) (.04) (.01) 
Net realized and unrealized gain (loss) (1.54) .70 .93 
Total from investment operations (1.56) .66 .92 
Distributions from net realized gain (.74) (2.72) (1.75) 
Total distributions (.74) (2.72) (1.75) 
Redemption fees added to paid in capitalC,D – – – 
Net asset value, end of period $9.09 $11.39 $13.45 
Total ReturnE,F (14.29)% 5.89% 6.84% 
Ratios to Average Net AssetsG    
Expenses before reductions 1.40% 1.37% 1.54%H 
Expenses net of fee waivers, if any 1.16% 1.16% 1.16%H 
Expenses net of all reductions 1.16% 1.16% 1.16%H 
Net investment income (loss) (.18)% (.29)% (.17)%H 
Supplemental Data    
Net assets, end of period (000 omitted) $97 $113 $107 
Portfolio turnover rateI 89% 85% 117% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund Class N

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $11.38 $13.44 $14.28 
Income from Investment Operations    
Net investment income (loss)C (.05) (.07) (.02) 
Net realized and unrealized gain (loss) (1.52) .70 .92 
Total from investment operations (1.57) .63 .90 
Distributions from net realized gain (.74) (2.69) (1.74) 
Total distributions (.74) (2.69) (1.74) 
Redemption fees added to paid in capitalC,D – – – 
Net asset value, end of period $9.07 $11.38 $13.44 
Total ReturnE,F (14.42)% 5.62% 6.73% 
Ratios to Average Net AssetsG    
Expenses before reductions 1.65% 1.62% 1.81%H 
Expenses net of fee waivers, if any 1.41% 1.41% 1.41%H 
Expenses net of all reductions 1.41% 1.41% 1.41%H 
Net investment income (loss) (.43)% (.54)% (.42)%H 
Supplemental Data    
Net assets, end of period (000 omitted) $96 $113 $107 
Portfolio turnover rateI 89% 85% 117% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Small-Mid Cap Multi-Manager Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund offers Small-Mid Cap Multi-Manager Fund, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers, Inc. (Strategic Advisers) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, deferred trustees compensation, net operating losses and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $3,402,479 
Gross unrealized depreciation (3,028,617) 
Net unrealized appreciation (depreciation) on securities $373,862 
Tax Cost $29,909,366 

The tax-based components of distributable earnings as of period end were as follows:

Net unrealized appreciation (depreciation) on securities and other investments $373,862 

The Fund intends to elect to defer to its next fiscal year $87,144 of capital losses recognized during the period November 1, 2015 to February 29, 2016. The Fund intends to elect to defer to its next fiscal year $5,937 of ordinary losses recognized during the period January 1, 2016 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $57,528 $ 1,356,523 
Long-term Capital Gains 2,250,366 6,187,183 
Total $2,307,894 $ 7,543,706 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days may have been subject to a redemption fee equal to 1.50% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risks:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $(30,053) and a change in net unrealized appreciation (depreciation) of $(124,785) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities, aggregated $28,266,691 and $28,247,857, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.15% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .78% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. Advisory Research, Inc., Arrowpoint Asset Management, LLC, Fisher Investments, Invesco Advisers, Inc., Kennedy Capital Management, Inc., Neuberger Berman Investment Advisers LLC (NBIA) (formerly Neuberger Berman Management, LLC), Portolan Capital Management, LLC, RS Investment Management Co. LLC, Systematic Financial Management, L.P. and The Boston Company Asset Management, LLC each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

AllianceBernstein, L.P. (AB) and FIAM LLC (FIAM) (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, have been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, these sub-advisers have not been allocated any portion of the Fund's assets. These sub-advisers in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

In March 2016, the Board of Trustees approved the appointment of J.P. Morgan Investment Management, Inc. (J.P. Morgan) as an additional sub-adviser for the Fund. Subsequent to period end, J.P. Morgan was allocated a portion of the Fund's assets. In addition, subsequent to period end, the following sub-advisers no longer manage a portion of the Fund's assets: Advisory Research, Inc., Fisher Investments, Invesco Advisers, Inc., Kennedy Capital Management, Inc., Neuberger Berman Investment Advisers LLC (NBIA) and RS Investment Management, LLC.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $271 $271 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
Small-Mid Cap Multi-Manager $31,154 .10 
Class L 101 .09 
Class N 100 .09 
 $31,355  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviseror Sub-adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $141 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $49 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

The investment adviser has voluntarily agreed to waive the Fund's management fee in an amount equal to .01% of the Fund's average net assets. During the period, this waiver reduced the Fund's management fee by $3,360.

The investment adviser has also contractually agreed to reimburse Small-Mid Cap Multi-Manager, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Small-Mid Cap Multi-Manager 1.16% $75,334 
Class F 1.06% 3,526 
Class L 1.16% 250 
Class N 1.41% 251 

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $42 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of class-level operating expenses as follows:

 Amount 
Small-Mid Cap Multi-Manager $919 
Class L 
Class N 
 $923 

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended February 29, 2016 February 28, 2015 
From net realized gain   
Small-Mid Cap Multi-Manager $2,192,558 $7,265,773 
Class F 100,434 233,738 
Class L 7,482 22,236 
Class N 7,420 21,959 
Total $2,307,894 $7,543,706 

9. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
Years ended February 29, 2016 February 28, 2015 February 29, 2016 February 28, 2015 
Small-Mid Cap Multi-Manager     
Shares sold 68,234 113,122 $721,553 $1,444,927 
Reinvestment of distributions 215,320 642,246 2,192,558 7,265,773 
Shares redeemed (26,828) (2,104,296) (271,699) (27,818,119) 
Net increase (decrease) 256,726 (1,348,928) $2,642,412 $(19,107,419) 
Class F     
Shares sold 64,042 45,500 $679,517 $572,509 
Reinvestment of distributions 9,889 20,962 100,434 233,738 
Shares redeemed (28,287) (8,120) (304,978) (99,982) 
Net increase (decrease) 45,644 58,342 $474,973 $706,265 
Class L     
Reinvestment of distributions 735 1,989 7,482 22,236 
Net increase (decrease) 735 1,989 $7,482 $22,236 
Class N     
Reinvestment of distributions 731 1,964 7,420 21,959 
Net increase (decrease) 731 1,964 $7,420 $21,959 

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 93% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Small-Mid Cap Multi-Manager Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Small-Mid Cap Multi-Manager Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Small-Mid Cap Multi-Manager Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals).

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Small-Mid Cap Multi-Manager 1.16%    
Actual  $1,000.00 $898.90 $5.48 
Hypothetical-C  $1,000.00 $1,019.10 $5.82 
Class F 1.06%    
Actual  $1,000.00 $899.20 $5.01 
Hypothetical-C  $1,000.00 $1,019.59 $5.32 
Class L 1.16%    
Actual  $1,000.00 $898.80 $5.48 
Hypothetical-C  $1,000.00 $1,019.10 $5.82 
Class N 1.41%    
Actual  $1,000.00 $897.70 $6.65 
Hypothetical-C  $1,000.00 $1,017.85 $7.07 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period).

 C 5% return per year before expenses


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 29, 2016, $1,617,841, or, if subsequently determined to be different, the net capital gain of such year.

Class L designates 46% and Class N designates 58% of the dividends distributed during the fiscal year as qualifying for the dividend–received deduction for corporate shareholders.

Class L designates 43% and Class N designates 54% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Small-Mid Cap Multi-Manager Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Advisory Research, Inc. (ARI), Fisher Investments, Inc. (Fisher Investments), Invesco Advisers, Inc. (Invesco), Kennedy Capital Management, Inc. (Kennedy Capital), Neuberger Berman Management LLC (Neuberger Berman), Pyramis Global Advisors, LLC (Pyramis), RS Investments Management Co. LLC (RS Investments), Systematic Financial Management, L.P. (Systematic), and The Boston Company Asset Management, LLC (Boston Company) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In addition, at its December 2015 meeting, the Board prospectively approved an amended sub-advisory agreement with Neuberger Berman to take effect upon the consummation of an internal reorganization that will result in Neuberger Berman Investment Advisers LLC (NBIA), an affiliate of Neuberger Berman, providing services to the fund. The Board noted that the reorganization would not result in any changes to the personnel that currently provide services to the fund or the nature, extent and quality of the services provided. In addition, the Board noted that the amendment would not result in any changes to the terms of the sub-advisory agreement. In reaching its determination to renew the fund's Advisory Contracts and approve an amended sub-advisory agreement with NBIA, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund and approve an amended sub-advisory agreement with NBIA, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the approval of the amended sub-advisory agreement with NBIA is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts and approve an amended sub-advisory agreement with NBIA was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, ARI, Fisher Investments, Invesco, Kennedy Capital, Neuberger Berman, Pyramis, RS Investments, Systematic, and Boston Company(collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than five years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2014, the cumulative total returns of the fund and the cumulative total returns of an appropriate benchmark index and peer group. The box within each chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Small-Mid Cap Multi-Manager Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class was in the third quartile for the one- and three-year periods ended December 31, 2014. The Board also noted that the retail class had under-performed 56% and 59% of its peers for the one- and three-year periods, respectively, ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the periods shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' proposal to voluntarily waive 0.01% of the management fee and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.15% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 1.16%, 1.16%, and 1.41%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.06% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Small-Mid Cap Multi-Manager Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of Class F were below, and the total expenses of each of the retail class, Class L, and Class N were above, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for the retail class and Class L ranked below median when compared to a universe of no-load funds. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Strategic Advisers Small-Mid Cap Multi-Manager Fund

On September 16, 2015, the Board of Trustees, including the Independent Trustees (together, the Board) voted at an in-person meeting to approve an investment advisory agreement (the Sub-Advisory Agreement) with AllianceBernstein L.P. (AB) (New Sub-Adviser) for the fund.

The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information it believed relevant to the approval of the Sub-Advisory Agreement.

In considering whether to approve the Sub-Advisory Agreement, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the approval of the Sub-Advisory Agreement is in the best interests of the fund and its shareholders and that the approval of such agreement does not involve a conflict of interest from which Strategic Advisers, Inc. (Strategic Advisers) or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and will be based upon services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to approve the Sub-Advisory Agreement was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board.

Nature, Extent, and Quality of Services Provided.  The Board noted that it is familiar with the nature, extent and quality of services provided by the New Sub-Adviser from its oversight of the New Sub-Adviser on behalf of other funds overseen by the Board and that although the fund will not utilize the same investment personnel, the same support staff, including compliance personnel, that currently provides services to other Strategic Advisers funds will also provide services to the fund. The Board considered the backgrounds of the investment personnel that will provide services to the fund, and also took into consideration the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the information regarding the New Sub-Adviser provided in connection with its renewal of the existing sub-advisory agreements with the New Sub-Adviser at its September 2015 Board meeting.

Resources Dedicated to Investment Management and Support Services.  The Board noted that the New Sub-Adviser will utilize a different investment mandate to manage the fund than it currently uses in managing other Strategic Advisers funds and reviewed the general qualifications and capabilities of the investment staff that will provide services to the fund and its use of technology. The Board noted that the New Sub-Adviser's analysts have extensive resources, tools and capabilities which allow them to conduct sophisticated fundamental and/or quantitative analysis. Additionally, in their deliberations, the Board considered the New Sub-Adviser's trading capabilities and resources which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory services to be performed by the New Sub-Adviser under the Sub-Advisory Agreement and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board also considered the historical investment performance of the New Sub-Adviser and the portfolio managers in managing accounts under a similar investment mandate.

Based on its review, the Board concluded that the nature, extent, and quality of services that will be provided to the fund under the Sub-Advisory Agreement should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  In reviewing the Sub-Advisory Agreement, the Board considered the amount and nature of fees to be paid by the fund to the fund's investment adviser, Strategic Advisers, the amount and nature of fees to be paid by Strategic Advisers to the New Sub-Adviser and the projected change in the fund's total operating expenses, if any, as a result of hiring the New Sub-Adviser.

The Board noted that the fund's maximum aggregate annual management fee rate may not exceed 1.15% of the fund's average daily net assets and that the Sub-Advisory Agreement will not result in a change to the maximum aggregate annual management fee payable by the fund, Strategic Advisers' portion of the management fee or Strategic Advisers' voluntary agreement to waive 0.01% of the management fee for the fund. The Board also considered that Strategic Advisers has contractually agreed to reimburse the retail class, Class L and Class N of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) as a percentage of net assets exceed 1.16%, 1.16% and 1.41%, respectively, through April 30, 2016. In addition, the Board noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.06% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time. The Board also considered that there are no expected changes to the fund's total net expenses as a result of approving the Sub-Advisory Agreement.

Based on its review, the Board concluded that the fund's management fee structure and any changes to projected total expenses bear a reasonable relationship to the services that the fund and its shareholders will receive and the other factors considered.

Because the Sub-Advisory Agreement was negotiated at arm's length and will have no impact on the maximum management fees payable by the fund, the Board did not consider the costs of services and profitability to be significant factors in its decision to approve the Sub-Advisory Agreement.

Potential Fall-Out Benefits.  The Board considered that it reviews information regarding the potential of direct and indirect benefits to Strategic Advisers and its affiliates from their relationships with the fund, including non-advisory fee compensation paid to affiliates of Strategic Advisers, if any, during its annual renewal of the fund's advisory agreement with Strategic Advisers. With respect to the New Sub-Adviser, the Board considered management's representation that it does not anticipate that the hiring of the New Sub-Adviser will have a material impact on the potential for fall-out benefits to Strategic Advisers or its affiliates.

Possible Economies of Scale.  The Board considered that it reviews whether there have been economies of scale in connection with the management of the fund during its annual renewal of the fund's advisory agreement with Strategic Advisers and the fund's sub-advisory agreements. The Board noted that the Sub-Advisory Agreement provides for breakpoints that have the potential to reduce sub-advisory fees paid to the New Sub-Adviser as assets allocated to the New Sub-Adviser grow.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the Sub-Advisory Agreement should be approved because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the sub-advisory fees to be charged thereunder will be based on services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, the Board concluded that the approval of the Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Strategic Advisers Small-Mid Cap Multi-Manager Fund

On December 2, 2015, the Board of Trustees, including the Independent Trustees (together, the Board) voted at an in-person meeting to approve an investment advisory agreement (the Sub-Advisory Agreement) with Arrowpoint Asset Management, LLC (New Sub-Adviser) for the fund.

The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information it believed relevant to the approval of the Sub-Advisory Agreement.

In considering whether to approve the Sub-Advisory Agreement, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the approval of the Sub-Advisory Agreement is in the best interests of the fund and its shareholders and that the approval of such agreement does not involve a conflict of interest from which Strategic Advisers, Inc. (Strategic Advisers) or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and will be based upon services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to approve the Sub-Advisory Agreement was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board.

Nature, Extent, and Quality of Services Provided.  The Board considered the backgrounds of the investment personnel that will provide services to the fund, and also took into consideration the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the structure of the New Sub-Adviser's portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the New Sub-Adviser's investment staff, its use of technology, and the New Sub-Adviser's approach to managing and compensating investment personnel. The Board noted that the New Sub-Adviser's analysts have extensive resources, tools and capabilities which allow them to conduct sophisticated fundamental and/or quantitative analysis. Additionally, in their deliberations, the Board considered the New Sub-Adviser's trading capabilities and resources which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory services to be performed by the New Sub-Adviser under the Sub-Advisory Agreement and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board also considered the historical investment performance of the New Sub-Adviser and the portfolio managers in managing accounts under a similar investment mandate.

Based on its review, the Board concluded that the nature, extent, and quality of services that will be provided to the fund under the Sub-Advisory Agreement should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  In reviewing the Sub-Advisory Agreement, the Board considered the amount and nature of fees to be paid by the fund to the fund's investment adviser, Strategic Advisers, the amount and nature of fees to be paid by Strategic Advisers to the New Sub-Adviser and the projected change in the fund's total operating expenses, if any, as a result of hiring the New Sub-Adviser.

The Board noted that the fund's maximum aggregate annual management fee rate may not exceed 1.15% of the fund's average daily net assets and that the Sub-Advisory Agreement will not result in a change to the maximum aggregate annual management fee payable by the fund, Strategic Advisers' portion of the management fee or Strategic Advisers' voluntary agreement to waive 0.01% of the management fee for the fund. The Board also considered that Strategic Advisers has contractually agreed to reimburse the retail class, Class L and Class N of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) as a percentage of net assets exceed 1.16%, 1.16% and 1.41%, respectively, through April 30, 2016. In addition, the Board noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.06% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time. The Board also considered that there are no expected changes to the fund's total net expenses as a result of approving the Sub-Advisory Agreement and that the expense ratio of each class of the fund is expected to maintain the same relationship to the competitive peer group medians reviewed by the Board in connection with the annual renewal of the fund's advisory contracts at the September 2015 meeting.

Based on its review, the Board concluded that the fund's management fee structure and any changes to projected total expenses bear a reasonable relationship to the services that the fund and its shareholders will receive and the other factors considered.

Because the Sub-Advisory Agreement was negotiated at arm's length and will have no impact on the maximum management fees payable by the fund or Strategic Advisers portion of the management fee, the Board did not consider the costs of services and profitability to be significant factors in its decision to approve the Sub-Advisory Agreement.

Potential Fall-Out Benefits.  The Board considered that it reviews information regarding the potential of direct and indirect benefits to Strategic Advisers and its affiliates from their relationships with the fund, including non-advisory fee compensation paid to affiliates of Strategic Advisers, if any, during its annual renewal of the fund's advisory agreement with Strategic Advisers. With respect to the New Sub-Adviser, the Board considered management's representation that it does not anticipate that the hiring of the New Sub-Adviser will have a material impact on the potential for fall-out benefits to Strategic Advisers or its affiliates.

Possible Economies of Scale.  The Board considered that it reviews whether there have been economies of scale in connection with the management of the fund during its annual renewal of the fund's advisory agreement with Strategic Advisers and the fund's sub-advisory agreements. The Board noted that the Sub-Advisory Agreement provides for breakpoints that have the potential to reduce sub-advisory fees paid to the New Sub-Adviser as assets allocated to the New Sub-Adviser grow.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the Sub-Advisory Agreement should be approved because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the sub-advisory fees to be charged thereunder will be based on services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, the Board concluded that the approval of the Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

AMM-L-AMM-N-ANN-0416
1.9585979.102


Strategic Advisers® Income Opportunities Fund of Funds

Class L and Class N



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contract and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class L (7.74)% 3.46% 
Class N (7.97)% 3.30% 

 A From June 19, 2012


 The initial offering of Class L shares took place on November 12, 2013. Returns prior to November 12, 2013 are those of Strategic Advisers® Income Opportunities Fund of Funds, the original class of the fund. 

 Class N shares bear a 0.25% 12b-1 fee. The initial offering of Class N shares took place on November 12, 2013. Returns prior to November 12, 2013, are those of Strategic Advisers® Income Opportunities Fund of Funds, the original class of the fund, which has no 12b-1 fee. Had Class N's 12b-1 fee been reflected, returns prior to November 12, 2013, would have been lower. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Income Opportunities Fund of Funds - Class L on June 19, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the The BofA Merrill Lynch℠ US High Yield Constrained Index performed over the same period.

See previous page for additional information regarding the performance of Class L.


Period Ending Values

$11,339Strategic Advisers® Income Opportunities Fund of Funds - Class L

$11,321The BofA Merrill Lynch℠ US High Yield Constrained Index

Management's Discussion of Fund Performance

Market Recap:  U.S. corporate high-yield bonds declined for the year ending February 29, 2016, as macro concerns and heightened volatility overshadowed strong fundamentals in many high-yield industries. The BofA Merrill Lynch℠ US High Yield Constrained Index returned -8.51% the past year, sliding in early 2016 after its first calendar-year negative result since 2008. Still, the broader backdrop was largely supportive, spurred by an improving economy, generally positive fundamentals – with commodity-sensitive sectors a notable exception – and enormous monetary support from major central banks worldwide. Energy and metals/mining declined sharply, while more-defensive industry groups, led by healthcare, showed relative strength. The energy-heavy high-yield index began the period on an uptrend, as oil prices rebounded in the spring. However, increased volatility among U.S. Treasuries, commodities and stocks resulted in a sharp, four-month decline beginning in June. August and September saw a particularly steep sell-off, as oil prices fell below $40 per barrel. High-yield then bounced back alongside equities in October, as demand for risk assets improved and credit spreads tightened, only to retreat into early February as oil prices fell to a level not seen since 2004. Lower-quality bonds were the worst performers by a wide margin, hampered by rising default expectations.

Comments from Portfolio Manager Gregory Pappas:  For the year, the fund's share classes posted negative returns but outpaced the benchmark, The BofA Merrill Lynch℠ US High Yield Constrained Index. A common theme among the fund's top-contributing managers was solid security selection within their core high-yield-bond portfolios. Janus High Yield Fund, Eaton Vance Income Fund of Boston and Fidelity® Capital & Income Fund all did a nice job of picking good-performing bonds and avoiding many of the worst-performing names in energy and other commodity-related groups. Janus and Eaton Vance also benefited from holdings of investment-grade corporate bonds, bank debt and cash. T. Rowe Price High-Yield Fund was another top contributor, bolstered by its holdings of non-U.S. high-yield bonds. On the downside, the biggest detractor by far was Third Avenue Focused Credit Fund, as this manager's performance was severely hampered by significant exposure to lower-quality and distressed debt. I had already liquidated the fund's allocation when Third Avenue management closed the fund to shareholder redemptions on December 9, 2015. Elsewhere, Hotchkis & Wiley High Yield Fund modestly detracted due to a slight overweighting in energy and a bias toward smaller-cap high-yield issuers. During the period, I eliminated several mutual funds and reduced the number of managers in the portfolio to five.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Holdings as of February 29, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
T. Rowe Price High Yield Fund I Class 24.4 18.1 
MainStay High Yield Corporate Bond Fund Class I 19.9 5.1 
BlackRock High Yield Bond Fund Institutional Class 19.9 10.8 
Hotchkis & Wiley High Yield Fund Class I 19.8 11.3 
Fidelity Capital & Income Fund 16.3 16.2 
 100.3  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   High Yield Fixed-Income Funds 100.3% 
 Short-Term Investments and Net Other Assets (Liabilities)* (0.3)% 


 * Short-Term Investments and Net Other Assets (Liabilities) are not included in the pie chart


As of August 31, 2015 
   High Yield Fixed-Income Funds 100.1% 
 Short-Term Investments and Net Other Assets (Liabilities)* (0.1)% 


 * Short-Term Investments and Net Other Assets (Liabilities) are not included in the pie chart


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Fixed-Income Funds - 100.3%   
 Shares Value 
High Yield Fixed-Income Funds - 100.3%   
BlackRock High Yield Bond Fund Institutional Class 183,940 $1,287,580 
Fidelity Capital & Income Fund (a) 119,752 1,053,814 
Hotchkis & Wiley High Yield Fund Class I 120,335 1,281,572 
MainStay High Yield Corporate Bond Fund Class I 249,043 1,290,042 
T. Rowe Price High Yield Fund I Class 261,144 1,577,309 
TOTAL HIGH YIELD FIXED-INCOME FUNDS  6,490,317 
TOTAL INVESTMENT PORTFOLIO - 100.3%   
(Cost $7,123,882)  6,490,317 
NET OTHER ASSETS (LIABILITIES) - (0.3)%  (16,722) 
NET ASSETS - 100%  $6,473,595 

Legend

 (a) Affiliated Fund


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Advisor High Income Advantage Fund Class I $568,964 $23,754 $512,662 $25,565 $-- 
Fidelity Advisor High Income Fund Class I 123,229 -- 110,947 5,409 -- 
Fidelity Capital & Income Fund 1,188,245 58,072 50,340 41,118 1,053,814 
Fidelity High Income Fund 606,539 27,947 548,492 29,936 -- 
Total $2,486,977 $109,773 $1,222,441 $102,028 $1,053,814 

Investment Valuation

All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $5,958,650) 
$5,436,503  
Affiliated issuers (cost $1,165,232) 1,053,814  
Total Investments (cost $7,123,882)  $6,490,317 
Receivable for investments sold  92,870 
Receivable for fund shares sold  18,350 
Dividends receivable  15,204 
Prepaid expenses  
Receivable from investment adviser for expense reductions  3,633 
Other receivables  47 
Total assets  6,620,425 
Liabilities   
Payable for investments purchased $13,061  
Payable for fund shares redeemed 111,220  
Distribution and service plan fees payable 20  
Audit fee payable 20,924  
Other affiliated payables 68  
Other payables and accrued expenses 1,537  
Total liabilities  146,830 
Net Assets  $6,473,595 
Net Assets consist of:   
Paid in capital  $7,682,591 
Undistributed net investment income  5,894 
Accumulated undistributed net realized gain (loss) on investments  (581,325) 
Net unrealized appreciation (depreciation) on investments  (633,565) 
Net Assets  $6,473,595 
Income Opportunities:   
Net Asset Value, offering price and redemption price per share ($5,632,306 ÷ 627,049 shares)  $8.98 
Class F:   
Net Asset Value, offering price and redemption price per share ($645,560 ÷ 71,881 shares)  $8.98 
Class L:   
Net Asset Value, offering price and redemption price per share ($98,147 ÷ 10,928 shares)  $8.98 
Class N:   
Net Asset Value, offering price and redemption price per share ($97,582 ÷ 10,865 shares)  $8.98 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $314,377 
Affiliated issuers  102,028 
Total income  416,405 
Expenses   
Management fee $21,406  
Transfer agent fees 233  
Distribution and service plan fees 258  
Accounting fees and expenses 891  
Custodian fees and expenses 9,979  
Independent trustees' compensation 81  
Registration fees 39,087  
Audit 35,393  
Legal 53  
Miscellaneous 58  
Total expenses before reductions 107,439  
Expense reductions (100,033) 7,406 
Net investment income (loss)  408,999 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (384,623)  
Affiliated issuers (187,220)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 11,806  
Affiliated issuers 6,984  
Total net realized gain (loss)  (553,053) 
Change in net unrealized appreciation (depreciation) on investment securities  (432,818) 
Net gain (loss)  (985,871) 
Net increase (decrease) in net assets resulting from operations  $(576,872) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $408,999 $397,032 
Net realized gain (loss) (553,053) 76,292 
Change in net unrealized appreciation (depreciation) (432,818) (353,036) 
Net increase (decrease) in net assets resulting from operations (576,872) 120,288 
Distributions to shareholders from net investment income (402,806) (397,555) 
Distributions to shareholders from net realized gain (75,901) (53,145) 
Total distributions (478,707) (450,700) 
Share transactions - net increase (decrease) 108,912 1,545,269 
Redemption fees (1,678) 1,359 
Total increase (decrease) in net assets (948,345) 1,216,216 
Net Assets   
Beginning of period 7,421,940 6,205,724 
End of period (including undistributed net investment income of $5,894 and undistributed net investment income of $3,470, respectively) $6,473,595 $7,421,940 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.42 $10.88 $10.60 $10.00 
Income from Investment Operations     
Net investment income (loss)C .562 .585 .616 .436 
Net realized and unrealized gain (loss) (1.339) (.382) .296 .615 
Total from investment operations (.777) .203 .912 1.051 
Distributions from net investment income (.553) (.586) (.610) (.431) 
Distributions from net realized gain (.108) (.079) (.031) (.020) 
Total distributions (.661) (.665) (.641) (.451) 
Redemption fees added to paid in capitalC (.002) .002 .009 D 
Net asset value, end of period $8.98 $10.42 $10.88 $10.60 
Total ReturnE,F (7.83)% 1.95% 9.02% 10.69% 
Ratios to Average Net AssetsG     
Expenses before reductions 1.50% 1.53% 4.32% 10.12%H 
Expenses net of fee waivers, if any .10% .10% .10% .10%H 
Expenses net of all reductions .10% .10% .10% .10%H 
Net investment income (loss) 5.73% 5.50% 5.83% 6.03%H 
Supplemental Data     
Net assets, end of period (000 omitted) $5,632 $6,515 $5,358 $1,042 
Portfolio turnover rateI 65% 39% 46% 27%H 

 A For the year ended February 29.

 B For the period June 19, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.0005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds Class F

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.42 $10.88 $10.60 $10.52 
Income from Investment Operations     
Net investment income (loss)C .561 .586 .617 .125 
Net realized and unrealized gain (loss) (1.338) (.383) .295 .096 
Total from investment operations (.777) .203 .912 .221 
Distributions from net investment income (.553) (.586) (.610) (.121) 
Distributions from net realized gain (.108) (.079) (.031) (.020) 
Total distributions (.661) (.665) (.641) (.141) 
Redemption fees added to paid in capitalC (.002) .002 .009 D 
Net asset value, end of period $8.98 $10.42 $10.88 $10.60 
Total ReturnE,F (7.83)% 1.95% 9.02% 2.11% 
Ratios to Average Net AssetsG     
Expenses before reductions 1.49% 1.53% 4.16% 7.40%H 
Expenses net of fee waivers, if any .10% .10% .10% .10%H 
Expenses net of all reductions .10% .10% .10% .10%H 
Net investment income (loss) 5.73% 5.50% 5.83% 5.99%H 
Supplemental Data     
Net assets, end of period (000 omitted) $646 $694 $639 $184 
Portfolio turnover rateI 65% 39% 46% 27%H 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.0005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds Class L

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.41 $10.88 $10.62 
Income from Investment Operations    
Net investment income (loss)C .561 .585 .186 
Net realized and unrealized gain (loss) (1.328) (.392) .278 
Total from investment operations (.767) .193 .464 
Distributions from net investment income (.553) (.586) (.180) 
Distributions from net realized gain (.108) (.079) (.027) 
Total distributions (.661) (.665) (.207) 
Redemption fees added to paid in capitalC (.002) .002 .003 
Net asset value, end of period $8.98 $10.41 $10.88 
Total ReturnD,E (7.74)% 1.85% 4.44% 
Ratios to Average Net AssetsF    
Expenses before reductions 1.50% 1.54% 3.35%G 
Expenses net of fee waivers, if any .10% .10% .10%G 
Expenses net of all reductions .10% .10% .10%G 
Net investment income (loss) 5.73% 5.50% 5.83%G 
Supplemental Data    
Net assets, end of period (000 omitted) $98 $106 $104 
Portfolio turnover rateH 65% 39% 46%G 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds Class N

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.41 $10.88 $10.62 
Income from Investment Operations    
Net investment income (loss)C .537 .559 .178 
Net realized and unrealized gain (loss) (1.329) (.392) .279 
Total from investment operations (.792) .167 .457 
Distributions from net investment income (.528) (.560) (.173) 
Distributions from net realized gain (.108) (.079) (.027) 
Total distributions (.636) (.639) (.200) 
Redemption fees added to paid in capitalC (.002) .002 .003 
Net asset value, end of period $8.98 $10.41 $10.88 
Total ReturnD,E (7.97)% 1.60% 4.37% 
Ratios to Average Net AssetsF    
Expenses before reductions 1.75% 1.78% 3.61%G 
Expenses net of fee waivers, if any .35% .35% .35%G 
Expenses net of all reductions .35% .35% .35%G 
Net investment income (loss) 5.48% 5.25% 5.58%G 
Supplemental Data    
Net assets, end of period (000 omitted) $98 $106 $104 
Portfolio turnover rateH 65% 39% 46%G 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Income Opportunities Fund of Funds (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund currently invests in affiliated and unaffiliated mutual funds (the Underlying Funds). The Fund offers Income Opportunities, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The Fund's Schedule of Investments lists each of the Underlying Funds as an investment of the Fund but does not include the underlying holdings of each Underlying Fund. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses a third party pricing vendor approved by the Board of Trustees (the Board) to value its investments. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows. Investments in the Underlying Funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated Underlying Fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds, if any, are recorded on the ex-dividend date.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with the Underlying Funds. Although not included in the Fund's expenses, the Fund indirectly bears its proportionate share of the Underlying Funds' expenses through the impact of these expenses on each Underlying Fund's NAV. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the Underlying Funds, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $5,825 
Gross unrealized depreciation (684,031) 
Net unrealized appreciation (depreciation) on securities $(678,206) 
Tax Cost $7,168,523 

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income $5,938 
Capital loss carryforward $(536,684) 
Net unrealized appreciation (depreciation) on securities and other investments $(678,206) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(46,565) 
Long-term (490,119) 
Total capital loss carryforward $(536,684) 

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $415,940 $ 422,004 
Long-term Capital Gains 62,767 28,696 
Total $478,707 $ 450,700 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days may have been subject to a redemption fee equal to 1.00% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Purchases and Redemptions of Underlying Fund Shares.

Purchases and redemptions of the Underlying Fund shares, aggregated $4,667,523 and $4,614,217, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed .80% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .30% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $258 $258 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Income Opportunities $229 
Class L – 
Class N – 
 $233  

 (a) Amount represents less than .005%.


Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $7 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .30% of the Fund's average net assets until April 30, 2017. During the period, this waiver reduced the Fund's management fee by $21,406.

The investment adviser has contractually agreed to reimburse Income Opportunities, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example sub-advisory fees and interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Income Opportunities .10% $69,055 
Class F .10% 7,298 
Class L .10% 1,141 
Class N .35% 1,133 

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Years ended February 29, 2016 Years ended February 28, 2015 
From net investment income   
Income Opportunities $353,566 $348,958 
Class F 37,846 37,279 
Class L 5,840 5,797 
Class N 5,554 5,521 
Total $402,806 $397,555 
From net realized gain   
Income Opportunities $66,570 $46,594 
Class F 7,104 4,997 
Class L 1,116 778 
Class N 1,111 776 
Total $75,901 $53,145 

8. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Years ended February 29, 2016 Years ended February 28, 2015 Years ended February 29, 2016 Years ended February 28, 2015 
Income Opportunities     
Shares sold 234,908 451,656 $2,325,146 $4,840,883 
Reinvestment of distributions 42,871 37,241 419,934 395,140 
Shares redeemed (276,197) (355,829) (2,700,765) (3,788,639) 
Net increase (decrease) 1,582 133,068 $44,315 $1,447,384 
Class F     
Shares sold 21,905 22,962 $216,299 $244,913 
Reinvestment of distributions 4,596 3,982 44,950 42,276 
Shares redeemed (21,270) (19,020) (210,272) (202,158) 
Net increase (decrease) 5,231 7,924 $50,977 $85,031 
Class L     
Reinvestment of distributions 709 620 $6,955 $6,560 
Net increase (decrease) 709 620 $6,955 $6,560 
Class N     
Reinvestment of distributions 680 593 $6,665 $6,294 
Net increase (decrease) 680 593 $6,665 $6,294 

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 26% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Income Opportunities Fund of Funds:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Income Opportunities Fund of Funds (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Income Opportunities Fund of Funds’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 20, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals).

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Income Opportunities .10%    
Actual  $1,000.00 $940.10 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class F .10%    
Actual  $1,000.00 $940.10 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class L .10%    
Actual  $1,000.00 $940.10 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class N .35%    
Actual  $1,000.00 $938.90 $1.69 
Hypothetical-C  $1,000.00 $1,023.12 $1.76 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

A total of 0.01% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contract and Management Fees

Strategic Advisers Income Opportunities Fund of Funds

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the management contract (Advisory Contract) throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contract, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contract. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contract for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contract is in the best interests of the fund and its shareholders. Also, the Board found that the advisory fee to be charged under the Advisory Contract bears a reasonable relationship to the services rendered and is based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contract was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of Strategic Advisers' portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of Strategic Advisers' investment staff, its use of technology, and Strategic Advisers' approach to managing and compensating investment personnel. The Board noted that Strategic Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered Strategic Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by Strategic Advisers and its affiliates under the Advisory Contract and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Income Opportunities Fund of Funds


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class L was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class L had out-performed 63% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contract should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to Strategic Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board noted Strategic Advisers' 0.30% management fee waiver through April 30, 2016 and considered that the fund's maximum aggregate annual management fee rate may not exceed 0.80% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 0.10%, 0.10%, and 0.35%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any) exceed 0.10% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Income Opportunities Fund of Funds


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each class were above the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses of each class rank above their competitive medians primarily due to acquired fund fees and expenses.

Fees Charged to Other Clients.  The Board also considered fee structures paid by Strategic Advisers' other clients, such as other funds advised or subadvised by Strategic Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board took into consideration that Strategic Advisers has agreed to waive 0.30% of its management fee through April 30, 2016 and the Board also took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structure bears a reasonable relationship to the services rendered and that the fund's Advisory Contract should be renewed because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fee charged thereunder is based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

ODF-L-ODF-N-ANN-0416
1.9585963.102


Strategic Advisers® Income Opportunities Fund

Offered exclusively to certain clients of Strategic Advisers, Inc. - not available for sale to the general public



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contract and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-3455 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Past 5 years Life of fundA 
Strategic Advisers® Income Opportunities Fund (8.26)% 3.23% 5.31% 

 A From September 27, 2007


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Income Opportunities Fund on September 27, 2007, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the The BofA Merrill Lynch℠ US High Yield Constrained Index performed over the same period.


Period Ending Values

$15,464Strategic Advisers® Income Opportunities Fund

$16,672The BofA Merrill Lynch℠ US High Yield Constrained Index

Management's Discussion of Fund Performance

Market Recap:  U.S. corporate high-yield bonds declined for the year ending February 29, 2016, as macro concerns and heightened volatility overshadowed strong fundamentals in many high-yield industries. The BofA Merrill Lynch℠ US High Yield Constrained Index returned -8.51% the past year, sliding in early 2016 after its first calendar-year negative result since 2008. Still, the broader backdrop was largely supportive, spurred by an improving economy, generally positive fundamentals – with commodity-sensitive sectors a notable exception – and enormous monetary support from major central banks worldwide. Energy and metals/mining declined sharply, while more-defensive industry groups, led by healthcare, showed relative strength. The energy-heavy high-yield index began the period on an uptrend, as oil prices rebounded in the spring. However, increased volatility among U.S. Treasuries, commodities and stocks resulted in a sharp, four-month decline beginning in June. August and September saw a particularly steep sell-off, as oil prices fell below $40 per barrel. High-yield then bounced back alongside equities in October, as demand for risk assets improved and credit spreads tightened, only to retreat into early February as oil prices fell to a level not seen since 2004. Lower-quality bonds were the worst performers by a wide margin, hampered by rising default expectations.

Comments from Portfolio Manager Gregory Pappas:  For the year, the fund returned -8.26% and modestly outpaced its benchmark, the BofA Merrill Lynch℠ US High Yield Constrained Index. A common theme among the fund’s top-contributing managers was solid security selection within their core high-yield-bond portfolios. Janus High Yield Fund, Eaton Vance Income Fund of Boston and Fidelity® Capital & Income Fund all did a nice job of picking good-performing bonds and avoiding many of the worst-performing names in energy and other commodity-related groups. Janus and Eaton Vance also benefited from holdings of investment-grade corporate bonds, bank debt and cash. T. Rowe Price High-Yield Fund was another top contributor, bolstered by its holdings of non-U.S. high-yield bonds. On the downside, the biggest detractor by far was Third Avenue Focused Credit Fund, as this manager’s performance was severely hampered by significant exposure to lower-quality and distressed debt. I was in the process of reducing the fund’s allocation when Third Avenue management closed the fund to shareholder redemptions on December 9, 2015. I expect that the fund’s remaining allocation, which was less than 1% at period end, will be sold off in an orderly fashion. Elsewhere, Hotchkis & Wiley High Yield Fund modestly detracted due to a slight overweighting in energy and a bias toward smaller-cap high-yield issuers.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
T. Rowe Price High Yield Fund I Class 18.6 17.9 
Fidelity Capital & Income Fund 17.7 17.5 
BlackRock High Yield Bond Portfolio Investor A Class 11.6 11.6 
Janus High-Yield Fund Class T 11.3 10.8 
Hotchkis and Wiley High Yield Fund Class A 10.5 10.3 
Eaton Vance Income Fund of Boston Class A 8.0 7.5 
Fidelity Advisor High Income Advantage Fund Class I 7.0 7.1 
Fidelity High Income Fund 6.6 8.2 
MainStay High Yield Corporate Bond Fund Class A 6.1 3.8 
Artisan High Income Fund Investor Shares 1.0 0.0 
 98.4  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   High Yield Fixed-Income Funds 99.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.1% 


As of August 31, 2015 
   High Yield Fixed-Income Funds 100.0% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Percentages shown as 0.0% may reflect amounts less than 0.05%. 

Investments February 29, 2016

Showing Percentage of Net Assets

Fixed-Income Funds - 99.9%   
 Shares Value 
High Yield Fixed-Income Funds - 99.9%   
Artisan High Income Fund Investor Shares 4,077,414 $36,248,209 
BlackRock High Yield Bond Portfolio Investor A Class 63,410,539 443,873,774 
Eaton Vance Income Fund of Boston Class A 57,273,187 306,411,550 
Fidelity Advisor High Income Advantage Fund Class I (a) 30,060,445 267,237,354 
Fidelity Advisor High Income Fund Class I (a) 3,682,250 25,849,395 
Fidelity Capital & Income Fund (a) 76,562,966 673,754,104 
Fidelity High Income Fund (a) 32,807,385 253,601,089 
Hotchkis and Wiley High Yield Fund Class A 37,880,668 400,777,465 
Janus High-Yield Fund Class T 55,022,031 431,372,726 
MainStay High Yield Corporate Bond Fund Class A 44,932,794 232,302,546 
T. Rowe Price High Yield Fund I Class 117,200,671 707,892,054 
Third Avenue Focused Credit Fund Investor Class 7,014,286 30,705,039 
TOTAL INVESTMENT PORTFOLIO - 99.9%   
(Cost $4,193,819,127)  3,810,025,305 
NET OTHER ASSETS (LIABILITIES) - 0.1%  3,498,049 
NET ASSETS - 100%  $3,813,523,354 

Legend

 (a) Affiliated Fund


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Advisor High Income Advantage Fund Class I $264,787,761 $49,705,034 $5,350,910 $14,355,336 $267,237,354 
Fidelity Advisor High Income Fund Class I 43,206,263 -- 12,256,734 2,145,201 25,849,395 
Fidelity Capital & Income Fund 727,786,715 65,030,627 30,114,897 30,020,566 673,754,104 
Fidelity High Income Fund 370,801,033 19,023,756 85,765,029 19,021,722 253,601,089 
Total $1,406,581,772 $133,759,417 $133,487,570 $65,542,825 $1,220,441,942 

Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Fixed-Income Funds $3,810,025,305 $3,779,320,266 $-- $30,705,039 
Total Investments in Securities: $3,810,025,305 $3,779,320,266 $-- $30,705,039 

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Fixed Income Funds:  
Beginning Balance $-- 
Net Realized Gain (Loss) on Investment Securities (62,092,387) 
Net Unrealized Gain (Loss) on Investment Securities 1,882,392 
Cost of Purchases 12,957,205 
Proceeds of Sales (165,595,426) 
Amortization/Accretion -- 
Transfers into Level 3 243,553,255 
Transfers out of Level 3 -- 
Ending Balance $30,705,039 
The change in unrealized gain (loss) for the period attributable to Level 3 securities held at February 29, 2016 $1,882,392 

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers into Level 3 were attributable to a lack of observable market data resulting from decreases in market activity, decreases in liquidity, security restructurings or corporate actions. Transfers out of Level 3 were attributable to observable market data becoming available for those securities. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliations are included in Net Gain (Loss) on the Fund's Statement of Operations.

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $2,936,476,933) 
$2,589,583,363  
Affiliated issuers (cost $1,257,342,194) 1,220,441,942  
Total Investments (cost $4,193,819,127)  $3,810,025,305 
Receivable for investments sold  315,218 
Receivable for fund shares sold  1,793,548 
Dividends receivable  5,451,674 
Prepaid expenses  2,059 
Other receivables  32,789 
Total assets  3,817,620,593 
Liabilities   
Payable for investments purchased $1,760,374  
Payable for fund shares redeemed 2,224,313  
Distributions payable 12,583  
Other affiliated payables 24,073  
Other payables and accrued expenses 75,896  
Total liabilities  4,097,239 
Net Assets  $3,813,523,354 
Net Assets consist of:   
Paid in capital  $4,286,748,041 
Distributions in excess of net investment income  (17,383,826) 
Accumulated undistributed net realized gain (loss) on investments  (72,047,039) 
Net unrealized appreciation (depreciation) on investments  (383,793,822) 
Net Assets, for 449,736,510 shares outstanding  $3,813,523,354 
Net Asset Value, offering price and redemption price per share ($3,813,523,354 ÷ 449,736,510 shares)  $8.48 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $161,847,199 
Affiliated issuers  65,542,825 
Total income  227,390,024 
Expenses   
Management fee $10,192,668  
Transfer agent fees 251  
Accounting fees and expenses 314,026  
Custodian fees and expenses 9,462  
Independent trustees' compensation 45,263  
Registration fees 110,804  
Audit 44,222  
Legal 30,147  
Miscellaneous 33,246  
Total expenses before reductions 10,780,089  
Expense reductions (10,192,668) 587,421 
Net investment income (loss)  226,802,603 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (65,690,436)  
Affiliated issuers (7,607,226)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 6,409,174  
Affiliated issuers 4,260,970  
Total net realized gain (loss)  (62,627,518) 
Change in net unrealized appreciation (depreciation) on underlying funds  (510,405,806) 
Net gain (loss)  (573,033,324) 
Net increase (decrease) in net assets resulting from operations  $(346,230,721) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $226,802,603 $234,024,724 
Net realized gain (loss) (62,627,518) 77,071,834 
Change in net unrealized appreciation (depreciation) (510,405,806) (224,831,237) 
Net increase (decrease) in net assets resulting from operations (346,230,721) 86,265,321 
Distributions to shareholders from net investment income (234,835,696) (234,783,793) 
Distributions to shareholders from net realized gain (51,481,511) (59,998,241) 
Distributions to shareholders from tax return of capital (9,936,573) – 
Total distributions (296,253,780) (294,782,034) 
Share transactions   
Proceeds from sales of shares 722,122,764 887,820,862 
Reinvestment of distributions 296,039,321 294,521,911 
Cost of shares redeemed (787,315,991) (1,191,608,104) 
Net increase (decrease) in net assets resulting from share transactions 230,846,094 (9,265,331) 
Total increase (decrease) in net assets (411,638,407) (217,782,044) 
Net Assets   
Beginning of period 4,225,161,761 4,442,943,805 
End of period (including distributions in excess of net investment income of $17,383,826 and distributions in excess of net investment income of $9,078,457, respectively) $3,813,523,354 $4,225,161,761 
Other Information   
Shares   
Sold 77,297,897 87,043,026 
Issued in reinvestment of distributions 31,860,963 29,007,855 
Redeemed (84,486,906) (116,059,617) 
Net increase (decrease) 24,671,954 (8,736) 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund

Years ended February 28, 2016 A 2015 2014 2013 2012 A 
Selected Per–Share Data      
Net asset value, beginning of period $9.94 $10.45 $10.21 $9.81 $10.10 
Income from Investment Operations      
Net investment income (loss)B .518 .551 .579 .595 .657 
Net realized and unrealized gain (loss) (1.300) (.369) .297 .430 (.286) 
Total from investment operations (.782) .182 .876 1.025 .371 
Distributions from net investment income (.537)C (.552) (.569) (.595) (.653) 
Distributions from net realized gain (.118)C (.140) (.067) (.030) (.008) 
Tax return of capital (.023) – – – – 
Total distributions (.678) (.692) (.636) (.625) (.661) 
Net asset value, end of period $8.48 $9.94 $10.45 $10.21 $9.81 
Total ReturnD (8.26)% 1.82% 8.90% 10.82% 4.00% 
Ratios to Average Net AssetsE      
Expenses before reductions .26% .26% .27% .27% .27% 
Expenses net of fee waivers, if any .01% .01% .02% .02% .02% 
Expenses net of all reductions .01% .01% .02% .02% .02% 
Net investment income (loss) 5.56% 5.40% 5.66% 6.01% 6.82% 
Supplemental Data      
Net assets, end of period (000 omitted) $3,813,523 $4,225,162 $4,442,944 $3,769,123 $2,954,875 
Portfolio turnover rateF 10% 16% 12% 27% 2% 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. Fees and expenses of the Underlying Funds are not included in the Fund's annualized ratios. The Fund indirectly bears its proportionate share of the expenses of the Underlying Funds.

 F Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Income Opportunities Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund currently invests in affiliated and unaffiliated mutual funds (the Underlying Funds). The Fund is offered exclusively to clients of Strategic Advisers, Inc. (Strategic Advisers), an affiliate of Fidelity Management & Research Company (FMR).

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The Fund's Schedule of Investments lists each of the Underlying Funds as an investment of the Fund but does not include the underlying holdings of each Underlying Fund. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is generally categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds, if any, are recorded on the ex-dividend date. Distributions from the Underlying Funds that are deemed to be return of capital are recorded as a reduction of cost of investments.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with the Underlying Funds. Although not included in the Fund's expenses, the Fund indirectly bears its proportionate share of the Underlying Funds' expenses through the impact of these expenses on each Underlying Fund's NAV. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, deferred trustees compensation, tax return of capital distribution and losses deferred due to wash sales.

For the period ended February 29, 2016, the Fund’s distributions exceeded the aggregate amount of taxable income and net realized gains resulting in a return of capital for tax purposes. This was due to reductions in taxable income available for distribution after certain distributions had been made.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $43,608,861 
Gross unrealized depreciation (435,670,161) 
Net unrealized appreciation (depreciation) on securities $(392,061,300) 
Tax Cost $4,202,086,605 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(24,400,316) 
Net unrealized appreciation (depreciation) on securities and other investments $(392,061,300) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(8,381,080) 
Long-term (16,019,236) 
Total capital loss carryforward $(24,400,316) 

The Fund intends to elect to defer to its next fiscal year $39,379,245 of capital losses recognized during the period November 1, 2015 to February 29 , 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $247,182,090 $ 239,001,973 
Long-term Capital Gains 39,135,117 55,780,061 
Tax Return of Capital 9,936,573 – 
Total $296,253,780 $ 294,782,034 

3. Purchases and Redemptions of Underlying Fund Shares.

Purchases and redemptions of the Underlying Fund shares, aggregated $578,476,473 and $404,312,743, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .25% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed .75% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .25% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. The Fund does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of less than .01 % of average net assets.

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $3,978 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .25% of the Fund's average net assets until September 30, 2018. During the period, this waiver reduced the Fund's management fee by $ 10,192,668.

7. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

The Fund does not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the Fund within principal investment strategies may represent a significant portion of an Underlying Fund's net assets. At the end of the period, the Fund was the owner of record of approximately 16% of the total outstanding shares of Fidelity Advisor High Income Advantage Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Income Opportunities Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Income Opportunities Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Income Opportunities Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-3455.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Actual .01% $1,000.00 $935.80 $.05 
Hypothetical-C  $1,000.00 $1,024.81 $.05 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

A total of 0.02% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contract and Management Fees

Strategic Advisers Income Opportunities Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the management contract (Advisory Contract) throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contract, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contract. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contract for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contract is in the best interests of the fund and its shareholders. Also, the Board found that the advisory fee to be charged under the Advisory Contract bears a reasonable relationship to the services rendered and is based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contract was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of Strategic Advisers' portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of Strategic Advisers' investment staff, its use of technology, and Strategic Advisers' approach to managing and compensating investment personnel. The Board noted that Strategic Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered Strategic Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by Strategic Advisers and its affiliates under the Advisory Contract and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2014, the cumulative total returns of the fund and the cumulative total returns of an appropriate benchmark index and peer group. The box within each chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Income Opportunities Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the fund was in the second quartile for the one-, three-, and five-year periods ended December 31, 2014. The Board also noted that the fund had out-performed 60%, 74%, and 66% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the periods shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contract should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to Strategic Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' proposal to extend the 0.25% management fee waiver through September 30, 2018 and considered that the fund's maximum aggregate annual management fee rate may not exceed 0.75%. In considering the fund's management fee and management fee waiver and comparisons to other registered investment companies with investment objectives similar to those of the fund, the Board noted that shares of the fund are offered only to clients that participate in the Fidelity Portfolio Advisory Service managed account program.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Income Opportunities Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type. The Board noted that the fund's total expenses were above the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The Board noted that the fund's total expenses ranked above median primarily because the fund invested a majority of its assets in shares of unaffiliated underlying funds that typically charge distribution and/or service fees. These amounts are reflected in the fund's overall expense ratio through its "Acquired fund fees and expenses."

Fees Charged to Other Clients.  The Board also considered fee structures paid by Strategic Advisers' other clients, such as other funds advised or subadvised by Strategic Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also took into consideration that Strategic Advisers has agreed to waive 0.25% of its management fee through September 30, 2018.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structure bears a reasonable relationship to the services rendered and that the fund's Advisory Contract should be renewed because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fee charged thereunder is based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

SRQ-ANN-0416
1.912881.105


Strategic Advisers® Emerging Markets Fund of Funds

Class F



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class F (23.79)% (5.66)% 

 A From May 2, 2012.


 The initial offering of Class F shares took place on December 18, 2012. Returns prior to December 18, 2012 are those of Strategic Advisers® Emerging Markets Fund of Funds, the original class of the fund. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Emerging Markets Fund of Funds - Class F on May 2, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the MSCI Emerging Markets Index performed over the same period.

See previous page for additional information regarding the performance of Class F.


Period Ending Values

$8,001Strategic Advisers® Emerging Markets Fund of Funds - Class F

$8,016MSCI Emerging Markets Index

Management's Discussion of Fund Performance

Market Recap:  International equities suffered a setback for the year ending February 29, 2016, held back by a collapse in commodity prices that affected resources-related sectors and geographies in particular. The non-U.S. developed-markets MSCI EAFE Index returned -15.04% for the 12 months, hurt also by concerns about global economic growth. Stocks in developing markets fell further, with the MSCI Emerging Markets Index returning -23.13%. Commodity producers were pressured for much of the year, largely related to economic deceleration in China, the world's second-largest economy and a leading consumer of raw materials. Effects were exacerbated by U.S. dollar strength relative to global currencies, weighing on commodities priced in dollars and acutely affecting the equity returns of resources-related areas. Among regions within the MSCI EAFE Index, net energy consumer Japan (-10%) fared best; Asia Pacific ex Japan (-19%), worst. At the country level, only Denmark (+5%) and Israel (+3%) managed a gain, with several notching declines of greater than 20%. As for sectors, consumer staples (-2%) and telecommunication services (-6%) lost the least, whereas materials (-29%), financials (-22%) and energy (-21%) lost the most. Among emerging-markets countries, Hungary (+27%) proved the sole gainer. Meanwhile, Greece (-68%), Brazil (-40%), China (-29%) and India (-26%) headed the market's broad-based decline.

Comments from Portfolio Manager Wilfred Chilangwa:  For the year, the fund's share classes modestly trailed the benchmark MSCI Emerging Markets Index. Relative to the benchmark, performance was hampered by an increase in our exposure to China via two exchange-traded funds (ETFs), which was done to keep the fund's underweighting in the country from becoming too large. Acadian Emerging Markets Portfolio also detracted, as this manager's quantitatively driven value style was a headwind during a period when growth strategies generally outperformed. Causeway Emerging Markets Fund, a newly added manager during the period, stumbled with selections across several sectors in Brazil and India. On the plus side, Fidelity® Emerging Markets Fund was the top relative contributor. This manager's focus on what it considers "best of breed" growth stocks yielded solid picks in information technology and industrials, along with a beneficial overweighting in health care. T. Rowe Price Emerging Markets Stock Fund also contributed, led by favorable positioning in technology and consumer staples in China, Taiwan and Mexico. I increased the fund's exposure to all-cap managers by adding Brandes Emerging Markets Value Fund and Causeway Emerging Markets Fund. I eliminated Thornburg Developing World Fund due to a change in portfolio manager.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents)

 % of fund's net assets % of fund's net assets 6 months ago 
Acadian Emerging Markets Portfolio Institutional Class 11.5 13.0 
T. Rowe Price Emerging Markets Stock Fund Class I 11.1 12.2 
Aberdeen Emerging Markets Fund Institutional Class 10.7 12.9 
Fidelity Emerging Markets Fund 10.5 10.0 
Lazard Emerging Markets Equity Portfolio Institutional Class 9.5 11.9 
Causeway Emerging Markets Fund - Investor Class 8.3 5.3 
Oppenheimer Developing Markets Fund Class Y 6.7 6.2 
Parametric Emerging Markets Fund Institutional Class 5.6 5.5 
Brandes Emerging Markets Value Fund Class A 4.8 5.1 
iShares MSCI China ETF 4.5 0.0 
 83.2  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Diversified Emerging Markets Funds 91.5% 
   Other 8.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.1% 


As of August 31, 2015 
   Diversified Emerging Markets Funds 95.2% 
   Other 4.8% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Percentages shown as 0.0% may reflect amounts less than 0.05%. 

Investments February 29, 2016

Showing Percentage of Net Assets

Equity Funds - 99.9%   
 Shares Value 
Diversified Emerging Markets Funds - 91.5%   
Aberdeen Emerging Markets Fund Institutional Class 98,729 $1,075,164 
Acadian Emerging Markets Portfolio Institutional Class 83,707 1,154,317 
Brandes Emerging Markets Value Fund Class A 77,845 484,973 
Causeway Emerging Markets Fund - Investor Class 94,142 837,864 
Fidelity Emerging Markets Fund (a) 52,366 1,054,660 
GMO Emerging Markets Fund Class IV 41,973 316,896 
Goldman Sachs Emerging Markets Equity Fund Institutional Shares 22,817 326,974 
iShares Core MSCI Emerging Markets ETF 11,910 440,432 
Lazard Emerging Markets Equity Portfolio Institutional Class 74,496 955,037 
Morgan Stanley Institutional Fund, Inc. Frontier Emerging Markets Portfolio Class A 13,397 215,826 
Oppenheimer Developing Markets Fund Class Y 24,108 672,842 
Parametric Emerging Markets Fund Institutional Class 50,842 566,376 
T. Rowe Price Emerging Markets Stock Fund Class I 42,261 1,115,267 
Wasatch Frontier Emerging Small Countries Fund 692 1,778 
TOTAL DIVERSIFIED EMERGING MARKETS FUNDS  9,218,406 
Other - 8.4%   
iShares MSCI China ETF 11,835 453,872 
iShares MSCI South Korea Index ETF 6,400 298,432 
Matthews Pacific Tiger Fund Institutional Class 113 2,425 
SPDR S&P China ETF 1,452 91,781 
TOTAL OTHER  846,510 
TOTAL EQUITY FUNDS   
(Cost $12,726,662)  10,064,916 
Money Market Funds - 0.3%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (b)   
(Cost $26,591) 26,591 26,591 
TOTAL INVESTMENT PORTFOLIO - 100.2%   
(Cost $12,753,253)  10,091,507 
NET OTHER ASSETS (LIABILITIES) - (0.2)%  (19,461) 
NET ASSETS - 100%  $10,072,046 

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Affiliated Fund

 (b) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Emerging Markets Fund $1,317,796 $5,732 $-- $5,732 $1,054,660 
Total $1,317,796 $5,732 $-- $5,732 $1,054,660 

Investment Valuation

All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $11,537,455) 
$9,036,847  
Affiliated issuers (cost $1,215,798) 1,054,660  
Total Investments (cost $12,753,253)  $10,091,507 
Receivable for investments sold  33,016 
Receivable for fund shares sold  7,253 
Prepaid expenses  
Receivable from investment adviser for expense reductions  3,475 
Other receivables  126 
Total assets  10,135,383 
Liabilities   
Payable for fund shares redeemed 40,268  
Distribution and service plan fees payable 16  
Audit fee payable 20,924  
Other affiliated payables 270  
Other payables and accrued expenses 1,859  
Total liabilities  63,337 
Net Assets  $10,072,046 
Net Assets consist of:   
Paid in capital  $13,494,863 
Distributions in excess of net investment income  (15,267) 
Accumulated undistributed net realized gain (loss) on investments  (745,804) 
Net unrealized appreciation (depreciation) on investments  (2,661,746) 
Net Assets  $10,072,046 
Emerging Markets:   
Net Asset Value, offering price and redemption price per share ($8,484,571 ÷ 1,128,155 shares)  $7.52 
Class F:   
Net Asset Value, offering price and redemption price per share ($1,406,978 ÷ 187,090 shares)  $7.52 
Class L:   
Net Asset Value, offering price and redemption price per share ($103,027 ÷ 13,692 shares)  $7.52 
Class N:   
Net Asset Value, offering price and redemption price per share ($77,470 ÷ 10,300 shares)  $7.52 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $139,999 
Affiliated issuers  5,732 
Interest  
Total income  145,735 
Expenses   
Management fee $35,239  
Transfer agent fees 2,465  
Distribution and service plan fees 227  
Accounting fees and expenses 1,466  
Custodian fees and expenses 9,892  
Independent trustees' compensation 131  
Registration fees 39,575  
Audit 38,562  
Legal 299  
Miscellaneous 205  
Total expenses before reductions 128,061  
Expense reductions (116,829) 11,232 
Net investment income (loss)  134,503 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (743,151)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 27,978  
Total net realized gain (loss)  (715,173) 
Change in net unrealized appreciation (depreciation) on investment securities  (2,592,155) 
Net gain (loss)  (3,307,328) 
Net increase (decrease) in net assets resulting from operations  $(3,172,825) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $134,503 $150,187 
Net realized gain (loss) (715,173) 43,324 
Change in net unrealized appreciation (depreciation) (2,592,155) 306,653 
Net increase (decrease) in net assets resulting from operations (3,172,825) 500,164 
Distributions to shareholders from net investment income (153,397) (164,989) 
Distributions to shareholders from net realized gain (41,904) (38,522) 
Total distributions (195,301) (203,511) 
Share transactions - net increase (decrease) 1,263,774 1,380,457 
Redemption fees 5,629 82 
Total increase (decrease) in net assets (2,098,723) 1,677,192 
Net Assets   
Beginning of period 12,170,769 10,493,577 
End of period (including distributions in excess of net investment income of $15,267 and distributions in excess of net investment income of $49, respectively) $10,072,046 $12,170,769 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.04 $9.75 $10.53 $10.00 
Income from Investment Operations     
Net investment income (loss)C .10 .13 .13 .14 
Net realized and unrealized gain (loss) (2.47) .34 (.78) .53 
Total from investment operations (2.37) .47 (.65) .67 
Distributions from net investment income (.12) (.15) (.11) (.14) 
Distributions from net realized gain (.03) (.04) (.03) – 
Total distributions (.15) (.18)D (.13)E (.14) 
Redemption fees added to paid in capitalC,F – – – – 
Net asset value, end of period $7.52 $10.04 $9.75 $10.53 
Total ReturnG,H (23.79)% 4.86% (6.18)% 6.71% 
Ratios to Average Net AssetsI     
Expenses before reductions 1.09% 1.07% 1.25% 1.14%J 
Expenses net of fee waivers, if any .10% .10% .10% .10%J 
Expenses net of all reductions .09% .10% .10% .10%J 
Net investment income (loss) 1.14% 1.29% 1.29% 1.71%J 
Supplemental Data     
Net assets, end of period (000 omitted) $8,485 $10,979 $9,832 $9,475 
Portfolio turnover rateK 61% 11% 10% 8%J 

 A For the year ended February 29.

 B For the period May 2, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.18 per share is comprised of distributions from net investment income of $.145 and distributions from net realized gain of $.035 per share.

 E Total distributions of $.13 per share is comprised of distributions from net investment income of $.108 and distributions from net realized gain of $.025 per share.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds Class F

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.04 $9.75 $10.53 $10.43 
Income from Investment Operations     
Net investment income (loss)C .10 .13 .13 .10 
Net realized and unrealized gain (loss) (2.47) .34 (.78) .14 
Total from investment operations (2.37) .47 (.65) .24 
Distributions from net investment income (.12) (.15) (.11) (.14) 
Distributions from net realized gain (.03) (.04) (.03) – 
Total distributions (.15) (.18)D (.13)E (.14) 
Redemption fees added to paid in capitalC,F – – – – 
Net asset value, end of period $7.52 $10.04 $9.75 $10.53 
Total ReturnG,H (23.79)% 4.86% (6.18)% 2.31% 
Ratios to Average Net AssetsI     
Expenses before reductions 1.04% 1.03% 1.43% 1.14%J 
Expenses net of fee waivers, if any .10% .10% .10% .10%J 
Expenses net of all reductions .09% .10% .10% .10%J 
Net investment income (loss) 1.15% 1.29% 1.29% 4.90%J 
Supplemental Data     
Net assets, end of period (000 omitted) $1,407 $988 $466 $154 
Portfolio turnover rateK 61% 11% 10% 8%J 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.18 per share is comprised of distributions from net investment income of $.145 and distributions from net realized gain of $.035 per share.

 E Total distributions of $.13 per share is comprised of distributions from net investment income of $.108 and distributions from net realized gain of $.025 per share.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds Class L

    
Years ended February 28, 2016A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.05 $9.75 $10.13 
Income from Investment Operations    
Net investment income (loss)C .10 .13 .11 
Net realized and unrealized gain (loss) (2.48) .35 (.36) 
Total from investment operations (2.38) .48 (.25) 
Distributions from net investment income (.12) (.15) (.11) 
Distributions from net realized gain (.03) (.04) (.02) 
Total distributions (.15) (.18)D (.13) 
Redemption fees added to paid in capitalC,E – – – 
Net asset value, end of period $7.52 $10.05 $9.75 
Total ReturnF,G (23.87)% 4.97% (2.56)% 
Ratios to Average Net AssetsH    
Expenses before reductions 1.08% 1.07% 1.79%I 
Expenses net of fee waivers, if any .10% .10% .10%I 
Expenses net of all reductions .09% .10% .10%I 
Net investment income (loss) 1.15% 1.29% 3.65%I 
Supplemental Data    
Net assets, end of period (000 omitted) $103 $102 $97 
Portfolio turnover rateJ 61% 11% 10% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.18 per share is comprised of distributions from net investment income of $.145 and distributions from net realized gain of $.035 per share.

 E Amount represents less than $.005 per share.

 F Total returns for periods of less than one year are not annualized.

 G Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds Class N

    
Years ended February 28, 2016A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.05 $9.75 $10.13 
Income from Investment Operations    
Net investment income (loss)C .08 .11 .10 
Net realized and unrealized gain (loss) (2.48) .34 (.36) 
Total from investment operations (2.40) .45 (.26) 
Distributions from net investment income (.10) (.12) (.10) 
Distributions from net realized gain (.03) (.04) (.02) 
Total distributions (.13) (.15)D (.12) 
Redemption fees added to paid in capitalC,E – – – 
Net asset value, end of period $7.52 $10.05 $9.75 
Total ReturnF,G (24.04)% 4.69% (2.59)% 
Ratios to Average Net AssetsH    
Expenses before reductions 1.33% 1.32% 2.05%I 
Expenses net of fee waivers, if any .35% .35% .35%I 
Expenses net of all reductions .34% .35% .35%I 
Net investment income (loss) .89% 1.04% 3.40%I 
Supplemental Data    
Net assets, end of period (000 omitted) $77 $102 $97 
Portfolio turnover rateJ 61% 11% 10% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.15 per share is comprised of distributions from net investment income of $.119 and distributions from net realized gain of $.035 per share.

 E Amount represents less than $.005 per share.

 F Total returns for periods of less than one year are not annualized.

 G Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Emerging Markets Fund of Funds (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund currently invests in affiliated and unaffiliated mutual funds and exchange-traded funds (ETFs) (the Underlying Funds). The Fund offers Emerging Markets, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The Fund's Schedule of Investments lists each of the Underlying Funds as an investment of the Fund but does not include the underlying holdings of each Underlying Fund. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses a third party pricing vendor approved by the Board of Trustees (the Board) to value its investments. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows. Investments in open-end mutual funds are valued at their closing NAV each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions from the Underlying Funds and ETFs that are deemed to be return of capital are recorded as a reduction of cost of investments.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with the Underlying Funds. Although not included in the Fund's expenses, the Fund indirectly bears its proportionate share of the Underlying Funds' expenses through the impact of these expenses on each Underlying Fund's NAV. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, deferred trustee compensation, capital loss carryforwards, and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $4,915 
Gross unrealized depreciation (2,828,472) 
Net unrealized appreciation (depreciation) on securities $(2,823,557) 
Tax Cost $12,915,064 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(583,994) 
Net unrealized appreciation (depreciation) on securities and other investments $(2,823,557) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(439,639) 
Long-term (144,355) 
Total capital loss carryforward $(583,994) 

The Fund intends to elect to defer to its next fiscal year $15,180 of ordinary losses recognized during the period November 1, 2015 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $153,397 $ 173,014 
Long-term Capital Gains 41,904 30,497 
Total $195,301 $ 203,511 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days may have been subject to a redemption fee equal to 1.50% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Purchases and Redemptions of Underlying Fund Shares.

Purchases and redemptions of the Underlying Fund shares, aggregated $8,395,165 and $7,167,413, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.25% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .30% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. Acadian Asset Management LLC, M&G Investments Management Limited, Somerset Capital Management LLP and FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, have been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, these sub-advisers have not been allocated any portion of the Fund's assets. These sub-advisers in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $227 $ 227 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
Emerging Markets $2,419 .02 
Class L 33 .03 
Class N 13 .01 
 $2,465  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $15 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .30% of the Fund's average net assets until April 30, 2017. During the period, this waiver reduced the Fund's management fee by $35,239.

The investment adviser has also contractually agreed to reimburse Emerging Markets, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example sub-advisory fees and interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Emerging Markets .10% $71,536 
Class F .10% 7,910 
Class L .10% 738 
Class N .35% 622 

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $776 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of class-level operating expenses as follows:

 Amount 
Emerging Markets $8 

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 February 29, 2016 February 28, 2015 
From net investment income   
Emerging Markets $131,277 $150,910 
Class F 19,572 11,431 
Class L 1,561 1,455 
Class N 987 1,193 
Total $153,397 $164,989 
From net realized gain   
Emerging Markets $37,618 $35,871 
Class F 3,615 1,951 
Class L 336 350 
Class N 335 350 
Total $41,904 $38,522 

8. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 February 29, 2016 February 28, 2015 February 29, 2016 February 28, 2015 
Emerging Markets     
Shares sold 216,254 166,658 $2,043,757 $1,723,851 
Reinvestment of distributions 19,731 18,973 168,895 186,781 
Shares redeemed (200,793) (101,526) (1,770,355) (1,053,925) 
Net increase (decrease) 35,192 84,105 $442,297 $856,707 
Class F     
Shares sold 110,265 54,370 $975,103 $560,712 
Reinvestment of distributions 2,749 1,363 23,187 13,382 
Shares redeemed (24,271) (5,246) (211,252) (53,692) 
Net increase (decrease) 88,743 50,487 $787,038 $520,402 
Class L     
Shares sold 3,291 – $31,220 $– 
Reinvestment of distributions 224 183 1,897 1,805 
Net increase (decrease) 3,515 183 $33,117 $1,805 
Class N     
Reinvestment of distributions 153 157 1,322 1,543 
Net increase (decrease) 153 157 $1,322 $1,543 

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 75% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Emerging Markets Fund of Funds:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Emerging Markets Fund of Funds (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Emerging Markets Fund of Funds’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Emerging Markets .10%    
Actual  $1,000.00 $911.20 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class F .10%    
Actual  $1,000.00 $911.20 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class L .10%    
Actual  $1,000.00 $911.20 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class N .35%    
Actual  $1,000.00 $910.20 $1.66 
Hypothetical-C  $1,000.00 $1,023.12 $1.76 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

     

Class F designates 1% of the dividends distributed during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

Class F designates 86% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 Pay Date Income Taxes  
Class F 12/30/15 $0.1347 $0.0261  

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Emerging Markets Fund of Funds

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Acadian Asset Management, LLC (Acadian) and Pyramis Global Advisors, LLC (Pyramis) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, Acadian and Pyramis (collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Emerging Markets Fund of Funds


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class F was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class F had out-performed 60% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' 0.30% management fee waiver through April 30, 2016 and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.25% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 0.10%, 0.10%, and 0.35%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any) exceed 0.10% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Emerging Markets Fund of Funds


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each of the retail class, Class L, and Class F were below, and the total expenses of Class N were above, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that certain of the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees under such contracts would accrue directly to the fund. The Board took into consideration that Strategic Advisers has agreed to waive 0.30% of its management fee through April 30, 2016 and also took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

RMF-F-ANN-0416
1.951485.103


Strategic Advisers® Core Income Multi-Manager Fund

Class F



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class F (0.12)% 2.32% 

 A From June 19, 2012


 The initial offering of Class F shares took place on December 18, 2012. Returns prior to December 18, 2012 are those of Strategic Advisers® Core Income Multi-Manager Fund, the original class of the fund. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Core Income Multi-Manager Fund - Class F on June 19, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the Barclays® U.S. Aggregate Bond Index performed over the same period.

See previous page for additional information regarding the performance of Class F.


Period Ending Values

$10,884Strategic Advisers® Core Income Multi-Manager Fund - Class F

$10,856Barclays® U.S. Aggregate Bond Index

Management's Discussion of Fund Performance

Market Recap:  U.S. taxable investment-grade bonds posted a modest return for the year ending February 29, 2016, amid an environment in which investors largely avoided riskier debt. The Barclays® U.S. Aggregate Bond Index returned 1.50%, with coupon (stated interest) payments more than making up for bond-price declines. Bond yields rose early in the period due to increased expectations for higher policy interest rates. The U.S. Federal Reserve, however, took no action to raise rates over the summer amid a dampened global economic outlook. Rate-hike expectations cooled in September, in an environment of decreased bond issuance, weaker economic data emanating from China and falling crude-oil prices. They then rose significantly in late October and November, as the U.S. economy continued to improve, leading to the Fed's mid-December rate hike, its first since 2006. Bond prices rallied late in the period, partly because global investors faced with negative yields in Japan and parts of Europe were attracted to U.S. Treasury investments, which returned about 3% for the period, leading all major sectors. Conversely, investment-grade credit declined for the period, and securitized sectors managed positive returns that lagged on a risk-adjusted basis. Outside the index, U.S. corporate high-yield bonds fell sharply, according to Barclays, fueled by a broad retreat from risk assets.

Comments from Portfolio Manager Gregory Pappas:  For the year, the fund's share classes posted negative returns and lagged the benchmark, the Barclays® U.S. Aggregate Bond Index. Relative to the benchmark, a Core Investment Grade strategy run by sub-adviser FIAM℠ was among the largest detractors, due to an overweighting in energy-related securities. PIMCO Total Return Fund performed well for most of the period, but reversed course in January and February when short-term U.S. Treasury yields fell after having risen earlier on. PIMCO was positioned for rising short-term yields, believing the Fed would raise interest rates several times in 2016, and maintained that strategy. Collectively, Western Asset Core Bond Fund and Western Asset Core Plus Bond Fund detracted due to concentrated positions in BBB-rated corporate bonds, which lagged higher-quality corporates. On the plus side, we had a few small contributors, including DoubleLine Total Return Bond Fund and JPMorgan Core Bond Select, both of which were helped by holdings of agency and non-agency mortgage-backed securities. I sold our positions in these funds during the period as part of a restructuring which reduced the number of managers in the portfolio to four. I also liquidated our position in Prudential Short-Term Corporate Bond Fund.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
Western Asset Core Bond Fund Class I 31.0 6.2 
Metropolitan West Total Return Bond Fund Class I 24.0 12.2 
PIMCO Total Return Fund Institutional Class 21.1 20.6 
U.S. Treasury Obligations 5.3 5.2 
Fannie Mae 2.4 2.1 
Ginnie Mae 1.4 1.3 
Freddie Mac 1.0 1.0 
Verizon Communications, Inc. 0.8 0.7 
JPMorgan Chase Commercial Mortgage Securities Trust 0.7 0.8 
Goldman Sachs Group, Inc. 0.7 0.8 
 88.4  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Corporate Bonds 10.4% 
   U.S. Government and U.S. Government Agency Obligations 10.1% 
   Asset-Backed Securities 0.1% 
   CMOs and Other Mortgage Related Securities 1.9% 
   Municipal Securities 0.5% 
   Intermediate-Term Bond Funds 76.1% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.9% 


As of August 31, 2015 
   Corporate Bonds 11.6% 
   U.S. Government and U.S. Government Agency Obligations 9.6% 
   CMOs and Other Mortgage Related Securities 1.8% 
   Municipal Securities 0.5% 
   Intermediate-Term Bond Funds 72.6% 
   Intermediate Government Funds 0.9% 
   Short-Term Funds 2.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.6% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Percentages in the above tables are adjusted for the effect of TBA Sale Commitments.

Investments February 29, 2016

Showing Percentage of Net Assets

Nonconvertible Bonds - 10.4%   
 Principal Amount Value 
CONSUMER DISCRETIONARY - 1.6%   
Automobiles - 0.4%   
General Motors Co.:   
3.5% 10/2/18 $20,000 $20,058 
6.6% 4/1/36 5,000 5,139 
6.75% 4/1/46 11,000 11,501 
General Motors Financial Co., Inc.:   
2.625% 7/10/17 20,000 19,917 
3% 9/25/17 31,000 31,027 
3.25% 5/15/18 10,000 9,974 
3.5% 7/10/19 10,000 9,999 
4.25% 5/15/23 10,000 9,751 
4.375% 9/25/21 55,000 55,320 
4.75% 8/15/17 15,000 15,372 
  188,058 
Diversified Consumer Services - 0.0%   
Ingersoll-Rand Global Holding Co. Ltd. 4.25% 6/15/23 9,000 9,543 
Hotels, Restaurants & Leisure - 0.1%   
McDonald's Corp.:   
2.75% 12/9/20 2,000 2,058 
3.7% 1/30/26 5,000 5,219 
4.7% 12/9/35 3,000 3,105 
4.875% 12/9/45 4,000 4,203 
  14,585 
Household Durables - 0.2%   
D.R. Horton, Inc. 4% 2/15/20 100,000 101,750 
Media - 0.8%   
Charter Communications Operating LLC/Charter Communications Operating Capital Corp.:   
4.464% 7/23/22 (a) 13,000 13,204 
4.908% 7/23/25 (a) 16,000 16,377 
Discovery Communications LLC 3.25% 4/1/23 2,000 1,837 
NBCUniversal, Inc. 5.15% 4/30/20 100,000 112,567 
Time Warner Cable, Inc.:   
4% 9/1/21 118,000 120,322 
5.5% 9/1/41 10,000 8,903 
5.875% 11/15/40 13,000 12,096 
6.55% 5/1/37 18,000 18,133 
7.3% 7/1/38 17,000 17,940 
8.25% 4/1/19 17,000 19,437 
Viacom, Inc. 4.25% 9/1/23 22,000 21,500 
  362,316 
Multiline Retail - 0.1%   
Family Tree Escrow LLC 5.25% 3/1/20 (a) 30,000 31,500 
TOTAL CONSUMER DISCRETIONARY  707,752 
CONSUMER STAPLES - 0.4%   
Beverages - 0.3%   
Anheuser-Busch InBev Finance, Inc.:   
2.65% 2/1/21 20,000 20,356 
3.3% 2/1/23 20,000 20,560 
3.65% 2/1/26 20,000 20,628 
4.7% 2/1/36 23,000 24,118 
4.9% 2/1/46 26,000 27,869 
Constellation Brands, Inc. 4.25% 5/1/23 40,000 41,450 
  154,981 
Food & Staples Retailing - 0.0%   
Walgreens Boots Alliance, Inc. 3.3% 11/18/21 7,000 7,047 
Food Products - 0.0%   
ConAgra Foods, Inc. 1.9% 1/25/18 4,000 3,997 
Tobacco - 0.1%   
Altria Group, Inc. 4.75% 5/5/21 20,000 22,141 
Reynolds American, Inc.:   
2.3% 6/12/18 5,000 5,053 
4% 6/12/22 3,000 3,239 
5.7% 8/15/35 3,000 3,387 
6.15% 9/15/43 4,000 4,741 
  38,561 
TOTAL CONSUMER STAPLES  204,586 
ENERGY - 1.2%   
Energy Equipment & Services - 0.2%   
DCP Midstream LLC 4.75% 9/30/21 (a) 100,000 67,863 
Halliburton Co.:   
3.8% 11/15/25 6,000 5,680 
4.85% 11/15/35 5,000 4,370 
5% 11/15/45 7,000 6,204 
  84,117 
Oil, Gas & Consumable Fuels - 1.0%   
Anadarko Petroleum Corp. 6.375% 9/15/17 2,000 2,032 
Chesapeake Energy Corp.:   
5.75% 3/15/23 5,000 1,050 
6.125% 2/15/21 165,000 34,650 
Columbia Pipeline Group, Inc.:   
2.45% 6/1/18 (a) 2,000 1,919 
3.3% 6/1/20 (a) 12,000 11,237 
4.5% 6/1/25 (a) 3,000 2,728 
5.8% 6/1/45 (a) 4,000 3,385 
DCP Midstream Operating LP:   
2.5% 12/1/17 5,000 4,564 
2.7% 4/1/19 4,000 3,281 
3.875% 3/15/23 20,000 14,411 
5.6% 4/1/44 10,000 6,111 
El Paso Corp. 6.5% 9/15/20 20,000 20,203 
Enable Midstream Partners LP:   
2.4% 5/15/19 3,000 2,311 
3.9% 5/15/24 3,000 1,916 
Kinder Morgan, Inc.:   
3.05% 12/1/19 123,000 113,547 
4.3% 6/1/25 20,000 18,088 
MPLX LP 4% 2/15/25 2,000 1,517 
Petrobras Global Finance BV:   
5.625% 5/20/43 10,000 5,810 
7.25% 3/17/44 91,000 59,287 
Petroleos Mexicanos:   
3.5% 7/23/20 (a) 10,000 9,425 
5.5% 2/4/19 (a) 15,000 15,510 
6.375% 2/4/21 (a) 25,000 25,994 
6.5% 6/2/41 15,000 13,107 
Southwestern Energy Co.:   
3.3% 1/23/18 4,000 2,880 
4.05% 1/23/20 8,000 5,160 
4.95% 1/23/25 46,000 26,450 
Spectra Energy Partners, LP 2.95% 9/25/18 2,000 1,969 
The Williams Companies, Inc.:   
3.7% 1/15/23 3,000 2,220 
4.55% 6/24/24 38,000 28,500 
Western Gas Partners LP 5.375% 6/1/21 2,000 1,708 
Williams Partners LP 4.3% 3/4/24 8,000 6,254 
  447,224 
TOTAL ENERGY  531,341 
FINANCIALS - 5.4%   
Banks - 1.5%   
Bank of America Corp.:   
3.3% 1/11/23 39,000 38,980 
3.875% 8/1/25 2,000 2,053 
3.95% 4/21/25 43,000 41,633 
4% 1/22/25 89,000 86,567 
4.1% 7/24/23 5,000 5,207 
4.2% 8/26/24 4,000 4,005 
4.25% 10/22/26 11,000 10,896 
4.45% 3/3/26 10,000 10,000 
Citigroup, Inc.:   
1.85% 11/24/17 21,000 20,932 
4.05% 7/30/22 4,000 4,076 
4.4% 6/10/25 11,000 10,968 
5.3% 5/6/44 21,000 21,045 
5.5% 9/13/25 4,000 4,285 
Citizens Financial Group, Inc. 4.3% 12/3/25 20,000 20,540 
Credit Suisse AG 6% 2/15/18 2,000 2,117 
Credit Suisse New York Branch 1.7% 4/27/18 108,000 106,860 
JPMorgan Chase & Co.:   
2.35% 1/28/19 4,000 4,040 
3.875% 9/10/24 26,000 26,126 
4.125% 12/15/26 31,000 31,450 
4.25% 10/15/20 4,000 4,277 
4.35% 8/15/21 4,000 4,337 
4.625% 5/10/21 4,000 4,370 
4.95% 3/25/20 4,000 4,357 
Regions Financial Corp. 2% 5/15/18 10,000 9,911 
Royal Bank of Canada 4.65% 1/27/26 22,000 22,191 
Royal Bank of Scotland Group PLC:   
5.125% 5/28/24 100,000 95,783 
6% 12/19/23 35,000 35,358 
6.1% 6/10/23 13,000 13,163 
6.125% 12/15/22 29,000 30,441 
  675,968 
Capital Markets - 1.3%   
Affiliated Managers Group, Inc. 4.25% 2/15/24 4,000 4,122 
Goldman Sachs Group, Inc.:   
1.748% 9/15/17 30,000 29,978 
2.625% 1/31/19 24,000 24,183 
2.9% 7/19/18 29,000 29,405 
5.75% 1/24/22 8,000 9,090 
6.75% 10/1/37 190,000 217,204 
Lazard Group LLC 4.25% 11/14/20 8,000 8,209 
Morgan Stanley:   
2.375% 7/23/19 20,000 19,956 
3.7% 10/23/24 18,000 18,237 
3.75% 2/25/23 36,000 36,830 
4.875% 11/1/22 147,000 154,985 
5% 11/24/25 13,000 13,682 
  565,881 
Consumer Finance - 0.1%   
American Express Credit Corp. 1.875% 11/5/18 25,000 25,057 
Discover Financial Services 3.95% 11/6/24 7,000 6,854 
Hyundai Capital America 2.125% 10/2/17 (a) 4,000 4,003 
Synchrony Financial:   
1.875% 8/15/17 3,000 2,967 
3% 8/15/19 4,000 4,006 
3.75% 8/15/21 6,000 6,034 
4.25% 8/15/24 6,000 6,006 
  54,927 
Diversified Financial Services - 0.3%   
IntercontinentalExchange, Inc.:   
2.75% 12/1/20 4,000 4,066 
3.75% 12/1/25 7,000 7,208 
MSCI, Inc. 5.25% 11/15/24 (a) 100,000 105,750 
  117,024 
Insurance - 0.3%   
American International Group, Inc. 3.3% 3/1/21 6,000 6,066 
Hartford Financial Services Group, Inc. 5.125% 4/15/22 2,000 2,215 
Massachusetts Mutual Life Insurance Co. 4.5% 4/15/65 (a) 8,000 7,387 
Pacific LifeCorp 6% 2/10/20(a) 2,000 2,238 
Pricoa Global Funding I 5.375% 5/15/45 (b) 11,000 10,368 
Prudential Financial, Inc. 4.5% 11/16/21 100,000 108,639 
TIAA Asset Management Finance LLC 2.95% 11/1/19 (a) 3,000 3,015 
  139,928 
Real Estate Investment Trusts - 1.6%   
Alexandria Real Estate Equities, Inc. 2.75% 1/15/20 2,000 1,990 
American Campus Communities Operating Partnership LP 3.75% 4/15/23 3,000 3,002 
AvalonBay Communities, Inc. 3.625% 10/1/20 5,000 5,223 
Camden Property Trust:   
2.95% 12/15/22 4,000 3,930 
4.25% 1/15/24 8,000 8,541 
Corporate Office Properties LP 5% 7/1/25 5,000 5,043 
DDR Corp.:   
3.5% 1/15/21 140,000 141,631 
3.625% 2/1/25 5,000 4,756 
4.25% 2/1/26 4,000 3,971 
4.75% 4/15/18 132,000 137,296 
Duke Realty LP:   
3.625% 4/15/23 5,000 4,990 
3.875% 10/15/22 8,000 8,236 
5.95% 2/15/17 10,000 10,382 
Equity One, Inc. 3.75% 11/15/22 20,000 19,998 
ERP Operating LP 4.625% 12/15/21 275,000 303,950 
Government Properties Income Trust 3.75% 8/15/19 10,000 10,255 
Highwoods/Forsyth LP 3.2% 6/15/21 6,000 5,961 
Lexington Corporate Properties Trust 4.4% 6/15/24 4,000 4,045 
Omega Healthcare Investors, Inc.:   
4.5% 1/15/25 3,000 2,968 
4.95% 4/1/24 3,000 3,067 
5.25% 1/15/26 10,000 10,126 
Retail Opportunity Investments Partnership LP:   
4% 12/15/24 2,000 1,937 
5% 12/15/23 2,000 2,073 
Weingarten Realty Investors 3.375% 10/15/22 2,000 1,993 
WP Carey, Inc.:   
4% 2/1/25 13,000 12,287 
4.6% 4/1/24 20,000 20,249 
  737,900 
Real Estate Management & Development - 0.3%   
Brandywine Operating Partnership LP:   
3.95% 2/15/23 10,000 9,935 
4.1% 10/1/24 10,000 9,863 
4.95% 4/15/18 11,000 11,494 
CBRE Group, Inc. 4.875% 3/1/26 20,000 20,168 
Digital Realty Trust LP 3.95% 7/1/22 7,000 7,045 
Essex Portfolio LP 3.875% 5/1/24 7,000 7,216 
Liberty Property LP 3.375% 6/15/23 25,000 24,384 
Mack-Cali Realty LP:   
2.5% 12/15/17 9,000 8,916 
3.15% 5/15/23 12,000 10,395 
Mid-America Apartments LP:   
4% 11/15/25 3,000 3,063 
4.3% 10/15/23 2,000 2,115 
Tanger Properties LP:   
3.75% 12/1/24 7,000 7,123 
3.875% 12/1/23 4,000 4,103 
Ventas Realty LP 4.125% 1/15/26 3,000 3,042 
Ventas Realty LP/Ventas Capital Corp. 4% 4/30/19 3,000 3,133 
  131,995 
TOTAL FINANCIALS  2,423,623 
HEALTH CARE - 0.1%   
Health Care Providers & Services - 0.1%   
Express Scripts Holding Co. 4.75% 11/15/21 2,000 2,142 
WellPoint, Inc. 3.3% 1/15/23 21,000 20,671 
  22,813 
Pharmaceuticals - 0.0%   
Watson Pharmaceuticals, Inc. 1.875% 10/1/17 3,000 3,003 
Zoetis, Inc. 3.25% 2/1/23 4,000 3,846 
  6,849 
TOTAL HEALTH CARE  29,662 
INDUSTRIALS - 0.1%   
Trading Companies & Distributors - 0.1%   
Air Lease Corp.:   
2.125% 1/15/18 5,000 4,881 
3.75% 2/1/22 11,000 10,221 
3.875% 4/1/21 9,000 8,708 
4.25% 9/15/24 9,000 8,348 
  32,158 
INFORMATION TECHNOLOGY - 0.1%   
Software - 0.0%   
Autodesk, Inc. 3.125% 6/15/20 16,000 16,067 
Technology Hardware, Storage & Peripherals - 0.1%   
Hewlett Packard Enterprise Co.:   
3.6% 10/15/20 (a) 10,000 9,973 
4.4% 10/15/22 (a) 10,000 9,772 
4.9% 10/15/25 (a) 10,000 9,487 
  29,232 
TOTAL INFORMATION TECHNOLOGY  45,299 
MATERIALS - 0.4%   
Metals & Mining - 0.4%   
Alcoa, Inc. 5.125% 10/1/24 124,000 112,065 
Anglo American Capital PLC:   
3.625% 5/14/20 (a) 10,000 7,950 
4.875% 5/14/25 (a) 19,000 14,440 
Barrick Gold Corp. 4.1% 5/1/23 53,000 49,486 
  183,941 
TELECOMMUNICATION SERVICES - 0.9%   
Diversified Telecommunication Services - 0.9%   
AT&T, Inc. 5.55% 8/15/41 48,000 47,160 
CenturyLink, Inc.:   
5.15% 6/15/17 2,000 2,050 
6% 4/1/17 2,000 2,064 
6.15% 9/15/19 2,000 2,055 
Verizon Communications, Inc.:   
3.45% 3/15/21 28,000 29,105 
4.5% 9/15/20 103,000 112,015 
5.012% 8/21/54 84,000 78,125 
6.55% 9/15/43 96,000 116,411 
  388,985 
UTILITIES - 0.2%   
Electric Utilities - 0.1%   
Cleveland Electric Illuminating Co. 5.7% 4/1/17 3,000 3,098 
Duke Energy Corp. 2.1% 6/15/18 5,000 5,010 
Entergy Corp. 4% 7/15/22 10,000 10,502 
FirstEnergy Corp.:   
4.25% 3/15/23 30,000 31,317 
7.375% 11/15/31 5,000 6,214 
IPALCO Enterprises, Inc. 3.45% 7/15/20 17,000 16,936 
  73,077 
Multi-Utilities - 0.1%   
Dominion Resources, Inc. 2.9031% 9/30/66 (b) 6,000 4,032 
Puget Energy, Inc.:   
6% 9/1/21 13,000 14,806 
6.5% 12/15/20 4,000 4,667 
Sempra Energy 6% 10/15/39 9,000 9,893 
  33,398 
TOTAL UTILITIES  106,475 
TOTAL NONCONVERTIBLE BONDS   
(Cost $4,911,965)  4,653,822 
U.S. Government and Government Agency Obligations - 5.3%   
U.S. Treasury Inflation-Protected Obligations - 1.4%   
U.S. Treasury Inflation-Indexed Bonds 0.75% 2/15/45 180,797 168,329 
U.S. Treasury Inflation-Indexed Notes 0.375% 7/15/25 440,000 441,910 
TOTAL U.S. TREASURY INFLATION-PROTECTED OBLIGATIONS  610,239 
U.S. Treasury Obligations - 3.9%   
U.S. Treasury Bonds:   
3% 5/15/45 $325,000 $350,911 
3% 11/15/45 50,000 54,037 
U.S. Treasury Notes:   
0.875% 11/30/17 1,140,000 1,141,647 
2% 8/15/25 189,000 193,245 
TOTAL U.S. TREASURY OBLIGATIONS  1,739,840 
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS   
(Cost $2,289,145)  2,350,079 
U.S. Government Agency - Mortgage Securities - 5.0%   
Fannie Mae - 2.6%   
2.5% 1/1/28 84,472 86,937 
3% 9/1/43 175,634 180,409 
3.5% 11/1/30 to 11/1/45 290,600 307,102 
4% 4/1/42 to 8/1/42 240,322 257,368 
4.5% 3/1/41 to 1/1/42 97,982 106,849 
5.5% 5/1/27 to 9/1/41 203,960 228,802 
TOTAL FANNIE MAE  1,167,467 
Freddie Mac - 1.0%   
3% 2/1/43 79,371 81,918 
3.5% 4/1/43 to 8/1/43 166,713 175,324 
4% 2/1/41 76,319 81,675 
4.5% 3/1/41 to 4/1/41 75,935 82,597 
TOTAL FREDDIE MAC  421,514 
Ginnie Mae - 1.4%   
3% 6/20/45 96,428 100,014 
3.5% 12/20/41 to 8/20/43 256,868 271,773 
4% 11/20/40 61,421 65,985 
4.5% 5/20/41 73,603 79,974 
5% 10/15/33 92,904 102,807 
TOTAL GINNIE MAE  620,553 
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES   
(Cost $2,175,919)  2,209,534 
Asset-Backed Securities - 0.1%   
Vericrest Opportunity Loan Trust Series 2014-NPL7 Class A1, 3.375% 8/27/57(a)   
(Cost $28,708) $28,744 $28,310 
Collateralized Mortgage Obligations - 0.2%   
Private Sponsor - 0.2%   
Nationstar HECM Loan Trust sequential payer Series 2015-2A Class A, 2.8826% 11/25/25(a)   
(Cost $88,779) 88,779 88,734 
Commercial Mortgage Securities - 1.7%   
GE Capital Commercial Mortgage Corp. sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49 98,500 100,051 
Greenwich Capital Commercial Funding Corp. sequential payer Series 2007-GG9 Class A4, 5.444% 3/10/39 101,153 103,307 
GS Mortgage Securities Trust sequential payer Series 2006-GG8 Class A1A, 5.547% 11/10/39 6,450 6,521 
JPMorgan Chase Commercial Mortgage Securities Trust sequential payer:   
Series 2006-CB17 Class A4, 5.429% 12/12/43 8,072 8,176 
Series 2007-CB18 Class A4, 5.44% 6/12/47 62,950 64,224 
Series 2007-LD11 Class A4, 5.9599% 6/15/49 (b) 240,000 244,786 
LB Commercial Conduit Mortgage Trust sequential payer Series 2007-C3 Class A4, 5.9% 7/15/44 (b) 9,750 10,090 
Merrill Lynch-CFC Commercial Mortgage Trust sequential payer Series 2006-4 Class A3, 5.172% 12/12/49 (b) 20,301 20,537 
Wachovia Bank Commercial Mortgage Trust sequential payer:   
Series 2007-C30 Class A5, 5.342% 12/15/43 170,000 174,094 
Series 2007-C31 Class A4, 5.509% 4/15/47 10,000 10,192 
Series 2007-C33 Class A4, 6.1491% 2/15/51 (b) 22,527 23,266 
TOTAL COMMERCIAL MORTGAGE SECURITIES   
(Cost $821,712)  765,244 
Municipal Securities - 0.5%   
Chicago Gen. Oblig.:   
(Taxable Proj.) Series 2012 B, 5.432% 1/1/42 $25,000 $20,670 
6.314% 1/1/44 35,000 31,672 
Illinois Gen. Oblig.:   
Series 2003:   
4.35% 6/1/18 5,000 5,126 
4.95% 6/1/23 15,000 15,619 
5.1% 6/1/33 95,000 88,322 
Series 2010 5, 6.2% 7/1/21 5,000 5,447 
Series 2010-1, 6.63% 2/1/35 20,000 21,667 
Series 2010-3:   
6.725% 4/1/35 5,000 5,478 
7.35% 7/1/35 5,000 5,498 
Series 2011, 5.877% 3/1/19 15,000 16,214 
Series 2013:   
1.84% 12/1/16 5,000 5,027 
3.6% 12/1/19 5,000 5,050 
TOTAL MUNICIPAL SECURITIES   
(Cost $237,346)  225,790 
Foreign Government and Government Agency Obligations - 0.0%   
United Mexican States 3.5% 1/21/21
(Cost $10,948) 
$11,000 $11,330 
Bank Notes - 0.0%   
Marshall & Ilsley Bank 5% 1/17/17   
(Cost $1,023) 1,000 1,026 
 Shares Value 
Fixed-Income Funds - 76.1%   
Intermediate-Term Bond Funds - 76.1%   
Metropolitan West Total Return Bond Fund Class I 996,453 $10,721,838 
PIMCO Total Return Fund Institutional Class 934,157 9,397,624 
Western Asset Core Bond Fund Class I 1,131,589 13,850,657 
TOTAL INTERMEDIATE-TERM BOND FUNDS   
(Cost $34,782,511)  33,970,119 
Money Market Funds - 0.7%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (c)   
(Cost $313,507) 313,507 313,507 
TOTAL INVESTMENT PORTFOLIO - 100.0%   
(Cost $45,661,563)  44,617,495 
NET OTHER ASSETS (LIABILITIES) - 0.0%  14,928 
NET ASSETS - 100%  $44,632,423 

TBA Sale Commitments   
 Principal Amount Value 
Fannie Mae   
3.5% 3/1/46   
(Proceeds $104,734) $(100,000) $(104,786) 

Legend

 (a) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $490,201 or 1.1% of net assets.

 (b) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

 (c) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity GNMA Fund $982,171 $1,008 $977,857 $7,508 $-- 
Total $982,171 $1,008 $977,857 $7,508 $-- 

Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Corporate Bonds $4,653,822 $-- $4,653,822 $-- 
U.S. Government and Government Agency Obligations 2,350,079 -- 2,350,079 -- 
U.S. Government Agency - Mortgage Securities 2,209,534 -- 2,209,534 -- 
Asset-Backed Securities 28,310 -- 28,310 -- 
Collateralized Mortgage Obligations 88,734 -- 88,734 -- 
Commercial Mortgage Securities 765,244 -- 765,244 -- 
Municipal Securities 225,790 -- 225,790 -- 
Foreign Government and Government Agency Obligations 11,330 -- 11,330 -- 
Bank Notes 1,026 -- 1,026 -- 
Fixed-Income Funds 33,970,119 33,970,119 -- -- 
Money Market Funds 313,507 313,507 -- -- 
Total Investments in Securities: $44,617,495 $34,283,626 $10,333,869 $-- 
Other Financial Instruments:     
TBA Sale Commitments $(104,786) $-- $(104,786) $-- 
Total Other Financial Instruments: $(104,786) $-- $(104,786) $-- 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $45,661,563) 
 $44,617,495 
Receivable for investments sold  1,009 
Receivable for TBA sale commitments  104,734 
Receivable for fund shares sold  2,786 
Dividends receivable  1,386 
Interest receivable  80,353 
Prepaid expenses  21 
Receivable from investment adviser for expense reductions  3,383 
Other receivables  303 
Total assets  44,811,470 
Liabilities   
Payable for investments purchased $25,967  
TBA sale commitments, at value 104,786  
Payable for fund shares redeemed 933  
Accrued management fee 1,171  
Distribution and service plan fees payable 22  
Audit fees payable 41,336  
Other affiliated payables 1,978  
Other payables and accrued expenses 2,854  
Total liabilities  179,047 
Net Assets  $44,632,423 
Net Assets consist of:   
Paid in capital  $45,775,461 
Distributions in excess of net investment income  (4,532) 
Accumulated undistributed net realized gain (loss) on investments  (94,386) 
Net unrealized appreciation (depreciation) on investments  (1,044,120) 
Net Assets  $44,632,423 
Core Income Multi-Manager:   
Net Asset Value, offering price and redemption price per share ($41,444,951 ÷ 4,252,660 shares)  $9.75 
Class F:   
Net Asset Value, offering price and redemption price per share ($2,974,432 ÷ 305,087 shares)  $9.75 
Class L:   
Net Asset Value, offering price and redemption price per share ($106,825 ÷ 10,959 shares)  $9.75 
Class N:   
Net Asset Value, offering price and redemption price per share ($106,215 ÷ 10,897 shares)  $9.75 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $904,257 
Affiliated issuers  7,508 
Interest  333,256 
Total income  1,245,021 
Expenses   
Management fee $145,597  
Transfer agent fees 5,770  
Distribution and service plan fees 264  
Accounting fees and expenses 18,206  
Custodian fees and expenses 14,115  
Independent trustees' compensation 488  
Registration fees 39,107  
Audit 59,252  
Legal 314  
Miscellaneous 356  
Total expenses before reductions 283,469  
Expense reductions (181,409) 102,060 
Net investment income (loss)  1,142,961 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (284,618)  
Affiliated issuers (17,753)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 386,105  
Affiliated issuers 2,079  
Total net realized gain (loss)  85,813 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(1,276,834)  
Delayed delivery commitments (52)  
Total change in net unrealized appreciation (depreciation)  (1,276,886) 
Net gain (loss)  (1,191,073) 
Net increase (decrease) in net assets resulting from operations  $(48,112) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $1,142,961 $1,194,626 
Net realized gain (loss) 85,813 (28,591) 
Change in net unrealized appreciation (depreciation) (1,276,886) 816,338 
Net increase (decrease) in net assets resulting from operations (48,112) 1,982,373 
Distributions to shareholders from net investment income (1,136,312) (1,200,873) 
Distributions to shareholders from net realized gain (45,386) (12,719) 
Total distributions (1,181,698) (1,213,592) 
Share transactions - net increase (decrease) 2,502,130 (1,479,047) 
Total increase (decrease) in net assets 1,272,320 (710,266) 
Net Assets   
Beginning of period 43,360,103 44,070,369 
End of period (including distributions in excess of net investment income of $4,532 and undistributed net investment income of $7,438, respectively) $44,632,423 $43,360,103 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.02 $9.84 $10.09 $10.00 
Income from Investment Operations     
Net investment income (loss)C .256 .285 .248 .201 
Net realized and unrealized gain (loss) (.262) .184 (.222) .151 
Total from investment operations (.006) .469 .026 .352 
Distributions from net investment income (.254) (.286) (.243) (.197) 
Distributions from net realized gain (.010) (.003) (.033) (.065) 
Total distributions (.264) (.289) (.276) (.262) 
Net asset value, end of period $9.75 $10.02 $9.84 $10.09 
Total ReturnD,E (.04)% 4.83% .29% 3.54% 
Ratios to Average Net AssetsF     
Expenses before reductions .65% .65% .68% .66%G 
Expenses net of fee waivers, if any .23% .23% .23% .23%G 
Expenses net of all reductions .23% .23% .23% .23%G 
Net investment income (loss) 2.61% 2.87% 2.53% 2.84%G 
Supplemental Data     
Net assets, end of period (000 omitted) $41,445 $40,564 $42,471 $41,975 
Portfolio turnover rateH 74% 115% 87% 190%G 

 A For the year ended February 29.

 B For the period June 19, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund Class F

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.03 $9.84 $10.10 $10.19 
Income from Investment Operations     
Net investment income (loss)C .256 .285 .245 .072 
Net realized and unrealized gain (loss) (.269) .194 (.229) (.029) 
Total from investment operations (.013) .479 .016 .043 
Distributions from net investment income (.257) (.286) (.243) (.068) 
Distributions from net realized gain (.010) (.003) (.033) (.065) 
Total distributions (.267) (.289) (.276) (.133) 
Net asset value, end of period $9.75 $10.03 $9.84 $10.10 
Total ReturnD,E (.12)% 4.94% .19% .43% 
Ratios to Average Net AssetsF     
Expenses before reductions .63% .63% .75% .66%G 
Expenses net of fee waivers, if any .23% .23% .23% .23%G 
Expenses net of all reductions .23% .23% .23% .23%G 
Net investment income (loss) 2.61% 2.87% 2.53% 3.62%G 
Supplemental Data     
Net assets, end of period (000 omitted) $2,974 $2,583 $1,396 $272 
Portfolio turnover rateH 74% 115% 87% 190%G 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund Class L

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.03 $9.84 $9.72 
Income from Investment Operations    
Net investment income (loss)C .256 .285 .073 
Net realized and unrealized gain (loss) (.272) .194 .118 
Total from investment operations (.016) .479 .191 
Distributions from net investment income (.254) (.286) (.068) 
Distributions from net realized gain (.010) (.003) (.003) 
Total distributions (.264) (.289) (.071) 
Net asset value, end of period $9.75 $10.03 $9.84 
Total ReturnD,E (.14)% 4.93% 1.97% 
Ratios to Average Net AssetsF    
Expenses before reductions .65% .65% .82%G 
Expenses net of fee waivers, if any .23% .23% .23%G 
Expenses net of all reductions .23% .23% .23%G 
Net investment income (loss) 2.60% 2.87% 2.52%G 
Supplemental Data    
Net assets, end of period (000 omitted) $107 $107 $102 
Portfolio turnover rateH 74% 115% 87% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund Class N

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.03 $9.84 $9.72 
Income from Investment Operations    
Net investment income (loss)C .231 .261 .066 
Net realized and unrealized gain (loss) (.271) .193 .118 
Total from investment operations (.040) .454 .184 
Distributions from net investment income (.230) (.261) (.061) 
Distributions from net realized gain (.010) (.003) (.003) 
Total distributions (.240) (.264) (.064) 
Net asset value, end of period $9.75 $10.03 $9.84 
Total ReturnD,E (.39)% 4.68% 1.90% 
Ratios to Average Net AssetsF    
Expenses before reductions .90% .90% 1.07%G 
Expenses net of fee waivers, if any .48% .48% .48%G 
Expenses net of all reductions .48% .48% .48%G 
Net investment income (loss) 2.35% 2.62% 2.27%G 
Supplemental Data    
Net assets, end of period (000 omitted) $106 $107 $102 
Portfolio turnover rateH 74% 115% 87% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Core Income Multi-Manager Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund offers Core Income Multi-Manager, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers, Inc. (Strategic Advisers) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds, bank notes, foreign government and government agency obligations, municipal securities and U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. Asset backed securities, collateralized mortgage obligations, commercial mortgage securities and U.S. government agency mortgage securities are valued by pricing vendors who utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016 is included at the end of the Fund's Schedule of Investments.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date. Income and capital gain distributions from Underlying Funds, if any, are recorded on the ex-dividend date. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. The principal amount on inflation-indexed securities is periodically adjusted to the rate of inflation and interest is accrued based on the principal amount. The adjustments to principal due to inflation are reflected as increases or decreases to Interest in the accompanying Statement of Operations. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, market discount, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $334,943 
Gross unrealized depreciation (1,395,424) 
Net unrealized appreciation (depreciation) on securities $(1,060,481) 
Tax Cost $45,677,976 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(76,529) 
Net unrealized appreciation (depreciation) on securities and other investments $(1,060,533) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(76,529) 

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $1,181,698 $ 1,213,592 

To-Be-Announced (TBA) Securities and Mortgage Dollar Rolls. During the period, the Fund transacted in TBA securities that involved buying or selling mortgage-backed securities (MBS) on a forward commitment basis. A TBA transaction typically does not designate the actual security to be delivered and only includes an approximate principal amount; however delivered securities must meet specified terms defined by industry guidelines, including issuer, rate and current principal amount outstanding on underlying mortgage pools. The Fund may enter into a TBA transaction with the intent to take possession of or deliver the underlying MBS, or the Fund may elect to extend the settlement by entering into either a mortgage or reverse mortgage dollar roll. Mortgage dollar rolls are transactions where a fund sells TBA securities and simultaneously agrees to repurchase MBS on a later date at a lower price and with the same counterparty. Reverse mortgage dollar rolls involve the purchase and simultaneous agreement to sell TBA securities on a later date at a lower price. Transactions in mortgage dollar rolls and reverse mortgage dollar rolls are accounted for as purchases and sales and may result in an increase to the Fund's portfolio turnover rate.

Purchases and sales of TBA securities involve risks similar to those discussed above for delayed delivery and when-issued securities. Also, if the counterparty in a mortgage dollar roll or a reverse mortgage dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's right to repurchase or sell securities may be limited. Additionally, when a fund sells TBA securities without already owning or having the right to obtain the deliverable securities (an uncovered forward commitment to sell), it incurs a risk of loss because it could have to purchase the securities at a price that is higher than the price at which it sold them. A fund may be unable to purchase the deliverable securities if the corresponding market is illiquid.

TBA securities subject to a forward commitment to sell at period end are included at the end of the Fund's Schedule of Investments under the caption "TBA Sale Commitments." The proceeds and value of these commitments are reflected in the Fund's Statement of Assets and Liabilities as Receivable for TBA sale commitments and TBA sale commitments, at value, respectively.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

3. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities and U.S. government securities, aggregated $23,922,191 and $20,690,225, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed .65% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .33% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

Prudential Investment Management, Inc. (Prudential) has been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, Prudential has not been allocated any portion of the Fund's assets. Prudential in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $264 $264 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
Core Income Multi-Manager $5,742 .01 
Class L 14 .01 
Class N 14 .01 
 $5,770  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $62 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .30% of the Fund's average net assets until April 30, 2017. During the period, this waiver reduced the Fund's management fee by $131,600.

The investment adviser has also contractually agreed to reimburse Core Income Multi-Manager, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example sub-advisory fees and interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Core Income Multi-Manager .20% $46,629 
Class F .20% 2,941 
Class L .20% 121 
Class N .45% 118 

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended February 29, 2016 Year ended February 28, 2015 
From net investment income   
Core Income Multi-Manager $1,051,177 $1,138,079 
Class F 79,916 57,055 
Class L 2,746 3,000 
Class N 2,473 2,739 
Total $1,136,312 $1,200,873 
From net realized gain   
Core Income Multi-Manager $41,928 $11,915 
Class F 3,241 740 
Class L 109 32 
Class N 108 32 
Total $45,386 $12,719 

8. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Year ended February 29, 2016 Year ended February 28, 2015 Year ended February 29, 2016 Year ended February 28, 2015 
Core Income Multi-Manager     
Shares sold 195,744 178,582 $1,919,228 $1,772,447 
Reinvestment of distributions 111,363 115,800 1,093,091 1,149,986 
Shares redeemed (100,878) (563,747) (990,953) (5,557,087) 
Net increase (decrease) 206,229 (269,365) $2,021,366 $(2,634,654) 
Class F     
Shares sold 126,576 133,544 $1,246,918 $1,326,339 
Reinvestment of distributions 8,472 5,812 83,157 57,795 
Shares redeemed (87,452) (23,647) (854,747) (234,330) 
Net increase (decrease) 47,596 115,709 $475,328 $1,149,804 
Class L     
Shares sold – – $– $– 
Reinvestment of distributions 291 305 2,855 3,032 
Shares redeemed – – – – 
Net increase (decrease) 291 305 $2,855 $3,032 
Class N     
Shares sold – – $– $– 
Reinvestment of distributions 263 279 2,581 2,771 
Shares redeemed – – – – 
Net increase (decrease) 263 279 $2,581 $2,771 

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 88% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Core Income Multi-Manager Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Core Income Multi-Manager Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Core Income Multi-Manager Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Core Income Multi-Manager .23%    
Actual  $1,000.00 $1,008.80 $1.15 
Hypothetical-C  $1,000.00 $1,023.72 $1.16 
Class F .23%    
Actual  $1,000.00 $1,009.00 $1.15 
Hypothetical-C  $1,000.00 $1,023.72 $1.16 
Class L .23%    
Actual  $1,000.00 $1,008.80 $1.15 
Hypothetical-C  $1,000.00 $1,023.72 $1.16 
Class N .48%    
Actual  $1,000.00 $1,007.60 $2.40 
Hypothetical-C  $1,000.00 $1,022.48 $2.41 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

A total of 11.11% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Core Income Multi-Manager Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Prudential Investment Management, Inc. (PIM) and Pyramis Global Advisors, LLC (Pyramis) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, PIM and Pyramis (collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Core Income Multi-Manager Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class F was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class F had out-performed 60% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' 0.30% management fee waiver through April 30, 2016 and considered that the fund's maximum aggregate annual management fee rate may not exceed 0.65% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 0.20%, 0.20%, and 0.45%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any) exceed 0.20% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Core Income Multi-Manager Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each of the retail class, Class L, and Class F were below, and the total expenses of Class N were above, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board took into consideration that Strategic Advisers has agreed to waive 0.30% of its management fee through April 30, 2016 and also took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

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Boston, MA 02210

www.fidelity.com

ACF-F-ANN-0416
1.951464.103


Strategic Advisers® Small-Mid Cap Fund

Offered exclusively to certain clients of Strategic Advisers, Inc. - not available for sale to the general public



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-3455 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Past 5 years Past 10 years 
Strategic Advisers® Small-Mid Cap Fund (13.45)% 5.62% 4.77% 

 Prior to May 1, 2010, the fund was named PAS® Small Cap Fund of Funds, and the fund operated under certain different investment policies and compared its performance to a different index. The fund's historical performance may not represent its current investment policies. 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Small-Mid Cap Fund on February 28, 2006.

The chart shows how the value of your investment would have changed, and also shows how the Russell 2500™ Index performed over the same period.


Period Ending Values

$15,938Strategic Advisers® Small-Mid Cap Fund

$17,946Russell 2500™ Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index returned -6.19% for the year ending February 29, 2016. Largely range-bound for the first half of the period, U.S. stocks suffered a steep, late-summer decline on concern about an economic slowdown in China. The market recovered in October, lifted by the U.S. Federal Reserve's decision to delay raising near-term interest rates until mid-December. Investors also drew courage from a rate cut in China and economic stimulus in Europe. But continued oil-price weakness and U.S.-dollar strength, plus fresh worries about China and the Middle East, pushed the S&P 500® to its worst January since 2009, followed by a volatile but ultimately flattish February. Overall, growth-oriented and larger-cap stocks fared better than value and smaller-cap complements. In this environment, the tech-heavy Nasdaq Composite Index® returned -7.07% for the 12 months; the Russell 2000® Index, -14.97%. Few sectors within the broad-market S&P 500® gained ground, with a wide gap separating leaders from laggards. Despite increased competition among wireless carriers, telecommunication services (+8%) led the way, followed by the more defensive utilities sector (+6%). Rising wages and low inflation buoyed consumer staples (+4%), less so consumer discretionary (0%). Meanwhile, energy (-24%) foundered amid commodity weakness that also hurt materials (-17%). The financials sector (-12%) struggled as well.

Comments from Portfolio Manager Barry Golden:  For the year, the fund returned -13.45%, performing roughly in line with the -13.30% return of the benchmark Russell 2500™ Index. Relative to the benchmark, a variety of managers were modestly positive contributors, led by Fidelity® Small Cap Value Fund. This manager's emphasis on higher-quality companies helped the fund preserve capital in a down market. Newly added, quality-focused manager JPMorgan Small Cap Equity Fund did a good job with stock selection in industrials, energy, materials and health care. Sub-adviser Fisher Investments' all-weather, relative-value strategy benefited from favorable positioning in energy and materials, along with picks among capital goods companies within industrials. On the downside, sub-adviser Advisory Research’s strategy emphasizing companies’ intrinsic value performed somewhat worse than expected, given that this manager also incorporates a quality tilt into its investment process. It was hampered by selections in the materials sector and the health care equipment & services and diversified financials groups. Newly hired sub-adviser Portolan Capital Management® modestly detracted, as this manager’s somewhat higher-risk, global-growth strategy underperformed amid a generally risk-averse market environment. We also hired AllianceBernstein and Arrowpoint Asset Management as sub-advisers during the period.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
JPMorgan Small Cap Equity Fund Class A 6.4 0.0 
Goldman Sachs Small Cap Value Fund Institutional Class 4.0 4.1 
FMI Common Stock Fund 3.6 4.3 
Vulcan Value Partners Small Cap Fund 3.3 3.4 
Fidelity Advisor Stock Selector Mid Cap Fund 3.2 4.2 
Fidelity SAI Small-Mid Capital 500 Index Fund 3.1 2.0 
Fidelity Small Cap Value Fund 2.5 1.6 
Champlain Small Company Fund Advisor Class 1.2 4.7 
Hennessy Small Cap Financial Fund Investor Class 0.7 0.7 
E*TRADE Financial Corp. 0.5 0.5 
 28.5  

Top Five Market Sectors as of February 29, 2016

(stocks only) % of fund's net assets % of fund's net assets 6 months ago 
Information Technology 15.6 11.8 
Financials 12.9 12.9 
Consumer Discretionary 11.4 8.4 
Industrials 10.5 9.1 
Health Care 9.6 8.2 

Asset Allocation (% of fund's net assets)

As of February 29, 2016  
   Common Stocks 68.3% 
   Mid-Cap Blend Funds 6.7% 
   Mid-Cap Growth Funds 3.2% 
   Small Blend Funds 13.7% 
   Small Growth Funds 1.2% 
   Small Value Funds 2.5% 
   Sector Funds 0.7% 
   Short-Term Investments and Net Other Assets (Liabilities) 3.7% 


As of August 31, 2015  
   Common Stocks 58.1% 
   Mid-Cap Blend Funds 6.3% 
   Mid-Cap Growth Funds 8.6% 
   Small Blend Funds 7.5% 
   Small Growth Funds 12.8% 
   Small Value Funds 1.6% 
   Sector Funds 0.7% 
   Short-Term Investments and Net Other Assets (Liabilities) 4.4% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 68.3%   
 Shares Value 
CONSUMER DISCRETIONARY - 11.4%   
Auto Components - 0.6%   
BorgWarner, Inc. 96,838 $3,164,666 
Cooper Tire & Rubber Co. 137,900 5,419,470 
Dana Holding Corp. 499,196 6,209,998 
Delphi Automotive PLC 22,926 1,528,706 
Gentex Corp. 536,763 7,815,269 
The Goodyear Tire & Rubber Co. 218,574 6,583,449 
Visteon Corp. 173,619 12,139,440 
  42,860,998 
Automobiles - 0.3%   
Harley-Davidson, Inc. 475,392 20,522,673 
Distributors - 0.5%   
LKQ Corp. (a) 908,116 25,064,002 
Pool Corp. 86,865 6,972,654 
  32,036,656 
Diversified Consumer Services - 1.0%   
2U, Inc. (a) 284,576 6,360,274 
Bright Horizons Family Solutions, Inc. (a) 74,175 4,700,470 
Grand Canyon Education, Inc. (a) 277,273 10,808,102 
H&R Block, Inc. 551,652 18,138,318 
Houghton Mifflin Harcourt Co. (a) 198,984 3,742,889 
LifeLock, Inc. (a) 193,112 2,130,025 
ServiceMaster Global Holdings, Inc. (a) 500,391 18,979,831 
  64,859,909 
Hotels, Restaurants & Leisure - 2.4%   
BJ's Restaurants, Inc. (a) 104,538 4,608,035 
Bravo Brio Restaurant Group, Inc. (a) 223,982 1,749,299 
Brinker International, Inc. 86,256 4,295,549 
Buffalo Wild Wings, Inc. (a) 18,803 2,983,096 
Carrols Restaurant Group, Inc. (a) 474,483 6,296,389 
Dave & Buster's Entertainment, Inc. (a) 182,237 6,726,368 
Del Taco Restaurants, Inc. (a) 34,605 374,772 
Domino's Pizza, Inc. 52,508 6,985,664 
Dunkin' Brands Group, Inc. 309,704 14,426,012 
El Pollo Loco Holdings, Inc. (a) 152,378 1,967,200 
Fiesta Restaurant Group, Inc. (a) 121,523 4,024,842 
Habit Restaurants, Inc. Class A (a) 98,644 2,049,822 
Hyatt Hotels Corp. Class A (a) 317,488 14,652,071 
Jack in the Box, Inc. 78,111 5,370,131 
Kona Grill, Inc. (a) 69,671 1,032,524 
Marriott Vacations Worldwide Corp. 60,820 3,682,651 
MGM Mirage, Inc. (a) 1,108,690 20,987,502 
Norwegian Cruise Line Holdings Ltd. (a) 83,234 4,089,286 
Penn National Gaming, Inc. (a) 307,118 4,250,513 
Popeyes Louisiana Kitchen, Inc. (a) 93,250 5,081,193 
Six Flags Entertainment Corp. 149,490 7,603,061 
Sonic Corp. 114,500 3,362,865 
Starwood Hotels & Resorts Worldwide, Inc. 84,862 5,864,813 
Texas Roadhouse, Inc. Class A 214,292 8,938,119 
The Cheesecake Factory, Inc. 97,020 4,841,298 
Vail Resorts, Inc. 52,070 6,634,239 
Wendy's Co. 693,500 6,498,095 
Wyndham Worldwide Corp. 63,997 4,661,541 
  164,036,950 
Household Durables - 0.7%   
CalAtlantic Group, Inc. 117,367 3,560,915 
D.R. Horton, Inc. 285,950 7,640,584 
Helen of Troy Ltd. (a) 34,919 3,329,876 
iRobot Corp. (a) 216,540 6,786,364 
Newell Rubbermaid, Inc. 379,620 14,429,356 
Tempur Sealy International, Inc. (a) 88,570 5,107,832 
Toll Brothers, Inc. (a) 222,750 6,114,488 
TopBuild Corp. (a) 81,051 2,186,756 
  49,156,171 
Internet & Catalog Retail - 0.3%   
1-800-FLOWERS.com, Inc. Class A (a) 145,033 1,132,708 
Duluth Holdings, Inc. 24,525 405,889 
Expedia, Inc. 31,476 3,276,966 
Groupon, Inc. Class A (a) 1,016,304 4,857,933 
Shutterfly, Inc. (a) 184,031 8,178,338 
  17,851,834 
Leisure Products - 0.3%   
Brunswick Corp. 105,441 4,485,460 
Hasbro, Inc. 74,480 5,650,798 
Polaris Industries, Inc. 136,111 11,965,518 
  22,101,776 
Media - 1.6%   
AMC Networks, Inc. Class A (a) 69,281 4,540,677 
Crown Media Holdings, Inc. Class A (a) 183,800 806,882 
Discovery Communications, Inc. Class A (a) 154,900 3,872,500 
E.W. Scripps Co. Class A 189,661 3,273,549 
Gray Television, Inc. (a) 478,185 5,518,255 
IMAX Corp. (a) 275,878 8,141,160 
Lions Gate Entertainment Corp. 35,105 740,716 
Media General, Inc. (a) 328,703 5,463,044 
National CineMedia, Inc. 760,087 11,363,301 
News Corp. Class A 594,399 6,431,397 
Nexstar Broadcasting Group, Inc. Class A 145,864 6,517,204 
Omnicom Group, Inc. 30,400 2,365,424 
Scholastic Corp. 188,000 6,585,640 
Sinclair Broadcast Group, Inc. Class A 461,664 14,251,568 
Tegna, Inc. 615,785 15,172,942 
Tribune Media Co. Class A 397,414 14,267,163 
  109,311,422 
Specialty Retail - 2.6%   
Aarons, Inc. Class A 116,130 2,669,829 
Advance Auto Parts, Inc. 11,258 1,671,138 
American Eagle Outfitters, Inc. 393,678 6,007,526 
Cabela's, Inc. Class A (a) 34,787 1,669,080 
CST Brands, Inc. 709,802 23,025,977 
Destination Maternity Corp. 51,182 413,551 
Destination XL Group, Inc. (a) 615,049 2,736,968 
DSW, Inc. Class A 355,598 9,316,668 
Express, Inc. (a) 150,900 2,600,007 
Five Below, Inc. (a) 364,365 13,973,398 
Genesco, Inc. (a) 9,894 652,806 
GNC Holdings, Inc. 61,600 1,754,368 
Hibbett Sports, Inc. (a) 184,297 6,542,544 
Lithia Motors, Inc. Class A (sub. vtg.) 220,835 20,475,821 
Monro Muffler Brake, Inc. 56,450 3,859,487 
New York & Co., Inc. (a) 151,000 302,000 
Office Depot, Inc. (a) 358,327 1,820,301 
Outerwall, Inc. 131,179 4,091,473 
Rent-A-Center, Inc. 288,422 3,683,149 
Restoration Hardware Holdings, Inc. (a) 75,730 2,876,983 
Ross Stores, Inc. 52,800 2,902,944 
Sally Beauty Holdings, Inc. (a) 562,857 17,775,024 
Select Comfort Corp. (a) 228,855 4,096,505 
Staples, Inc. 796,699 7,528,806 
The Container Store Group, Inc. (a) 202,579 1,095,952 
Tractor Supply Co. 54,274 4,589,952 
Ulta Salon, Cosmetics & Fragrance, Inc. (a) 75,283 12,435,999 
Vitamin Shoppe, Inc. (a) 52,302 1,443,012 
Williams-Sonoma, Inc. 171,921 8,958,803 
  170,970,071 
Textiles, Apparel & Luxury Goods - 1.1%   
Carter's, Inc. 200,773 20,404,560 
Crocs, Inc. (a) 140,600 1,376,474 
Deckers Outdoor Corp. (a) 37,500 2,121,000 
G-III Apparel Group Ltd. (a) 265,526 14,006,497 
Oxford Industries, Inc. 17,159 1,246,258 
PVH Corp. 217,876 17,244,885 
Skechers U.S.A., Inc. Class A (sub. vtg.) (a) 56,954 1,874,926 
Steven Madden Ltd. (a) 150,929 5,312,701 
Tumi Holdings, Inc. (a) 155,429 3,069,723 
Wolverine World Wide, Inc. 456,243 8,636,680 
  75,293,704 
TOTAL CONSUMER DISCRETIONARY  769,002,164 
CONSUMER STAPLES - 1.3%   
Beverages - 0.1%   
Boston Beer Co., Inc. Class A (a) 30,376 5,714,029 
Food & Staples Retailing - 0.2%   
Casey's General Stores, Inc. 19,030 2,008,997 
Fresh Market, Inc. (a) 228,366 5,268,404 
Sprouts Farmers Market LLC (a) 130,740 3,723,475 
  11,000,876 
Food Products - 0.8%   
B&G Foods, Inc. Class A 134,985 4,669,131 
Blue Buffalo Pet Products, Inc. (a) 130,361 2,385,606 
Cal-Maine Foods, Inc. 136,610 7,292,242 
Ingredion, Inc. 51,150 5,177,403 
Lancaster Colony Corp. 61,139 6,222,116 
Pinnacle Foods, Inc. 629,210 27,175,580 
Snyders-Lance, Inc. 141,550 4,630,101 
  57,552,179 
Household Products - 0.1%   
Energizer Holdings, Inc. 30,115 1,172,678 
Spectrum Brands Holdings, Inc. 84,400 8,082,988 
  9,255,666 
Personal Products - 0.1%   
Edgewell Personal Care Co. (a) 41,115 3,143,242 
Elizabeth Arden, Inc. (a) 109,100 676,420 
  3,819,662 
TOTAL CONSUMER STAPLES  87,342,412 
ENERGY - 1.7%   
Energy Equipment & Services - 0.6%   
Dril-Quip, Inc. (a) 142,669 7,739,793 
Helmerich & Payne, Inc. 27,408 1,451,802 
ION Geophysical Corp. (a) 27,966 86,695 
McDermott International, Inc. (a) 192,900 636,570 
Nabors Industries Ltd. 548,167 3,924,876 
Oceaneering International, Inc. 192,074 5,305,084 
Patterson-UTI Energy, Inc. 205,932 3,200,183 
Precision Drilling Corp. 2,596,125 8,327,555 
RigNet, Inc. (a) 366,364 4,836,005 
Superior Energy Services, Inc. 56,710 582,979 
TETRA Technologies, Inc. (a) 335,400 1,690,416 
U.S. Silica Holdings, Inc. 133,253 2,557,125 
  40,339,083 
Oil, Gas & Consumable Fuels - 1.1%   
Carrizo Oil & Gas, Inc. (a) 381,291 8,197,757 
Cheniere Energy Partners LP Holdings LLC 110,018 1,845,002 
Cheniere Energy, Inc. (a) 160,134 5,724,791 
Concho Resources, Inc. (a) 28,344 2,557,763 
Diamondback Energy, Inc. 31,900 2,272,875 
Energen Corp. 326,830 8,654,458 
Laredo Petroleum, Inc. (a) 459,013 2,345,556 
Memorial Resource Development Corp. (a) 225,813 2,183,612 
Newfield Exploration Co. (a) 449,049 12,227,604 
Oasis Petroleum, Inc. (a) 88,749 478,357 
PBF Energy, Inc. Class A 239,926 7,245,765 
Pioneer Natural Resources Co. 62,240 7,501,787 
Sunoco Logistics Partners, LP 75,542 2,270,037 
Valero Energy Corp. 60,300 3,622,824 
WPX Energy, Inc. (a) 1,132,296 4,653,737 
  71,781,925 
TOTAL ENERGY  112,121,008 
FINANCIALS - 12.9%   
Banks - 3.5%   
Bank of the Ozarks, Inc. 72,591 2,746,843 
BankUnited, Inc. 620,366 19,926,156 
BOK Financial Corp. 55,241 2,699,628 
Cathay General Bancorp 165,922 4,428,458 
Columbia Banking Systems, Inc. 143,933 4,149,588 
Comerica, Inc. 63,700 2,151,786 
Cullen/Frost Bankers, Inc. 175,122 8,393,597 
East West Bancorp, Inc. 372,725 11,170,568 
First Niagara Financial Group, Inc. 123,550 1,141,602 
First Republic Bank 302,903 18,640,651 
Great Western Bancorp, Inc. 157,803 3,883,532 
Hancock Holding Co. 358,405 8,268,403 
Home Bancshares, Inc. 142,157 5,618,045 
Huntington Bancshares, Inc. 454,500 3,976,875 
IBERIABANK Corp. 30,512 1,454,812 
Investors Bancorp, Inc. 999,727 11,316,910 
KeyCorp 921,315 9,719,873 
MB Financial, Inc. 140,173 4,278,080 
Opus Bank 108,089 3,486,951 
PacWest Bancorp 224,133 7,212,600 
Pinnacle Financial Partners, Inc. 135,793 6,296,721 
PrivateBancorp, Inc. 282,287 9,699,381 
Regions Financial Corp. 719,204 5,408,414 
Signature Bank (a) 37,167 4,814,985 
SVB Financial Group (a) 336,223 29,873,414 
Talmer Bancorp, Inc. Class A 302,484 5,081,731 
TCF Financial Corp. 243,200 2,757,888 
Texas Capital Bancshares, Inc. (a) 62,840 2,031,617 
Umpqua Holdings Corp. 638,138 9,597,596 
United Community Bank, Inc. 625,330 10,824,462 
Webster Financial Corp. 437,375 14,700,174 
  235,751,341 
Capital Markets - 2.2%   
Affiliated Managers Group, Inc. (a) 24,926 3,456,987 
Ameriprise Financial, Inc. 43,680 3,666,936 
Ares Capital Corp. 256,908 3,509,363 
E*TRADE Financial Corp. (a) 1,583,204 37,141,966 
Financial Engines, Inc. 199,718 4,873,119 
Invesco Ltd. 568,265 15,195,406 
Janus Capital Group, Inc. 290,706 3,758,829 
Lazard Ltd. Class A 605,834 21,313,240 
LPL Financial 283,982 5,744,956 
Oaktree Capital Group LLC Class A 136,512 6,265,901 
Raymond James Financial, Inc. 333,523 14,621,648 
SEI Investments Co. 110,720 4,226,182 
Stifel Financial Corp. (a) 246,509 7,138,901 
T. Rowe Price Group, Inc. 77,857 5,380,697 
Waddell & Reed Financial, Inc. Class A 60,178 1,409,369 
WisdomTree Investments, Inc. 885,443 10,492,500 
  148,196,000 
Consumer Finance - 0.4%   
Ally Financial, Inc. (a) 205,540 3,613,393 
Discover Financial Services 201,020 9,331,348 
Encore Capital Group, Inc. (a) 127,144 2,956,098 
SLM Corp. (a) 1,429,983 8,351,101 
  24,251,940 
Diversified Financial Services - 0.9%   
IntercontinentalExchange, Inc. 23,746 5,662,471 
Leucadia National Corp. 954,588 13,793,797 
MarketAxess Holdings, Inc. 60,883 7,212,200 
Voya Financial, Inc. 1,099,155 32,271,191 
  58,939,659 
Insurance - 2.1%   
Allied World Assurance Co. Holdings AG 649,629 21,041,483 
American Equity Investment Life Holding Co. 213,912 2,909,203 
American Financial Group, Inc. 67,677 4,539,773 
AmTrust Financial Services, Inc. 238,518 5,831,765 
Aon PLC 9,521 907,256 
Assurant, Inc. 90,735 6,451,259 
Cincinnati Financial Corp. 127,102 8,025,220 
Endurance Specialty Holdings Ltd. 174,915 10,891,957 
FNF Group 796,293 26,261,743 
FNFV Group (a) 305,707 3,109,040 
Primerica, Inc. 227,659 9,604,933 
Reinsurance Group of America, Inc. 58,894 5,306,349 
RLI Corp. 20,997 1,317,982 
Torchmark Corp. 101,408 5,194,118 
Unum Group 117,381 3,348,880 
Validus Holdings Ltd. 105,479 4,737,062 
White Mountains Insurance Group Ltd. 27,706 21,246,623 
Willis Group Holdings PLC 36,329 4,116,802 
  144,841,448 
Real Estate Investment Trusts - 2.8%   
Alexandria Real Estate Equities, Inc. 250,210 19,806,624 
Altisource Residential Corp. Class B 62,059 582,113 
Ashford Hospitality Trust, Inc. 275,698 1,524,610 
Chambers Street Properties 306,976 2,317,669 
Chesapeake Lodging Trust 90,957 2,311,217 
Communications Sales & Leasing, Inc. 92,900 1,751,165 
Corporate Office Properties Trust (SBI) 199,873 4,677,028 
Corrections Corp. of America 157,206 4,547,970 
CubeSmart 117,380 3,509,662 
Duke Realty LP 181,276 3,748,788 
DuPont Fabros Technology, Inc. 236,490 8,430,869 
EPR Properties 148,610 9,248,000 
Essex Property Trust, Inc. 16,600 3,474,048 
Extra Space Storage, Inc. 177,870 14,612,021 
Hersha Hospitality Trust 265,341 5,341,314 
Kite Realty Group Trust 154,311 4,154,052 
Liberty Property Trust (SBI) 388,555 11,221,468 
Medical Properties Trust, Inc. 506,499 5,860,193 
Mid-America Apartment Communities, Inc. 89,128 8,016,172 
National Retail Properties, Inc. 133,848 5,886,635 
National Storage Affiliates Trust 261,059 4,722,557 
Physicians Realty Trust 648,395 11,139,426 
Prologis, Inc. 63,239 2,432,172 
Ryman Hospitality Properties, Inc. 282,130 13,505,563 
SL Green Realty Corp. 164,930 14,543,527 
Sovran Self Storage, Inc. 28,795 3,064,940 
Stag Industrial, Inc. 194,968 3,423,638 
Sunstone Hotel Investors, Inc. 861,936 11,118,974 
Weyerhaeuser Co. 198,016 5,144,456 
  190,116,871 
Real Estate Management & Development - 0.8%   
Alexander & Baldwin, Inc. 585,092 19,612,284 
CBRE Group, Inc. (a) 623,730 15,848,979 
Jones Lang LaSalle, Inc. 40,074 4,090,353 
Kennedy-Wilson Holdings, Inc. 687,965 13,085,094 
  52,636,710 
Thrifts & Mortgage Finance - 0.2%   
Farmer Mac Class C (non-vtg.) 25,970 842,727 
Lendingtree, Inc. (a) 50,540 4,466,220 
Washington Federal, Inc. 372,735 7,898,255 
  13,207,202 
TOTAL FINANCIALS  867,941,171 
HEALTH CARE - 9.6%   
Biotechnology - 1.1%   
ACADIA Pharmaceuticals, Inc. (a) 84,429 1,457,245 
Alder Biopharmaceuticals, Inc. (a) 46,973 892,017 
Alnylam Pharmaceuticals, Inc. (a) 44,448 2,603,319 
Anacor Pharmaceuticals, Inc. (a) 63,933 4,077,647 
Atara Biotherapeutics, Inc. (a) 112,678 1,852,426 
bluebird bio, Inc. (a) 80,783 3,733,790 
Cepheid, Inc. (a) 101,709 3,018,723 
DBV Technologies SA sponsored ADR (a) 110,195 2,771,404 
Dyax Corp. rights 12/31/19 (a) 105,841 246,610 
Enanta Pharmaceuticals, Inc. (a) 65,262 1,852,788 
Exelixis, Inc. (a) 575,529 2,094,926 
Halozyme Therapeutics, Inc. (a) 190,879 1,551,846 
Juno Therapeutics, Inc. (a) 60,217 2,117,832 
Ligand Pharmaceuticals, Inc. Class B (a) 112,770 10,406,416 
Momenta Pharmaceuticals, Inc. (a) 316,788 2,662,603 
Myriad Genetics, Inc. (a) 206,633 7,232,155 
Neurocrine Biosciences, Inc. (a) 160,786 5,913,709 
OvaScience, Inc. (a) 455,940 2,530,467 
Puma Biotechnology, Inc. (a) 21,319 954,665 
Repligen Corp. (a) 136,466 3,511,270 
Sage Therapeutics, Inc. (a) 32,306 949,796 
Seattle Genetics, Inc. (a) 111,579 3,368,570 
TESARO, Inc. (a) 29,366 1,188,148 
United Therapeutics Corp. (a) 41,052 5,005,881 
  71,994,253 
Health Care Equipment & Supplies - 3.2%   
Abiomed, Inc. (a) 76,868 6,150,209 
Accuray, Inc. (a) 380,440 1,921,222 
Alere, Inc. (a) 163,167 8,696,801 
Align Technology, Inc. (a) 221,169 14,603,789 
Analogic Corp. 124,149 9,308,692 
Anika Therapeutics, Inc. (a) 86,718 3,913,583 
Cantel Medical Corp. 69,662 4,432,593 
Cryolife, Inc. 135,589 1,452,158 
Dentsply Sirona, Inc. 365,378 22,273,431 
DexCom, Inc. (a) 285,757 18,591,350 
Endologix, Inc. (a) 593,577 5,116,634 
Glaukos Corp. 80,085 1,318,199 
Globus Medical, Inc. (a) 725,261 17,623,842 
Greatbatch, Inc. (a) 64,983 2,456,357 
Hill-Rom Holdings, Inc. 109,590 5,079,497 
Hologic, Inc. (a) 291,347 10,089,347 
Insulet Corp. (a) 65,657 2,011,730 
LDR Holding Corp. (a) 306,684 6,363,693 
Nevro Corp. (a) 65,427 3,768,595 
Novadaq Technologies, Inc. (a) 143,419 1,378,257 
Novadaq Technologies, Inc. (a) 90,058 865,457 
NuVasive, Inc. (a) 98,947 4,135,985 
NxStage Medical, Inc. (a) 238,004 3,546,260 
Penumbra, Inc. (a) 22,201 1,035,011 
Quidel Corp. (a) 138,385 2,168,493 
St. Jude Medical, Inc. 104,264 5,597,934 
Steris PLC 211,739 13,619,052 
The Cooper Companies, Inc. 95,309 13,625,375 
The Spectranetics Corp. (a) 357,006 5,062,345 
West Pharmaceutical Services, Inc. 182,994 11,349,288 
Zimmer Biomet Holdings, Inc. 81,876 7,926,416 
  215,481,595 
Health Care Providers & Services - 2.5%   
Acadia Healthcare Co., Inc. (a) 78,472 4,348,134 
Air Methods Corp. (a) 109,248 3,968,980 
Amedisys, Inc. (a) 72,908 2,678,640 
AMN Healthcare Services, Inc. (a) 188,383 5,355,729 
AmSurg Corp. (a) 284,493 19,359,749 
Brookdale Senior Living, Inc. (a) 1,170,679 16,822,657 
Capital Senior Living Corp. (a) 345,972 5,909,202 
Centene Corp. (a) 218,475 12,444,336 
Chemed Corp. 64,094 8,236,079 
Community Health Systems, Inc. (a) 121,746 1,840,800 
Diplomat Pharmacy, Inc. (a) 108,874 3,878,092 
Envision Healthcare Holdings, Inc. (a) 138,854 3,053,399 
ExamWorks Group, Inc. (a) 215,004 6,256,616 
Five Star Quality Care, Inc. (a) 1,022,364 2,423,003 
HealthEquity, Inc. (a) 138,793 2,889,670 
HealthSouth Corp. 493,732 17,394,178 
Henry Schein, Inc. (a) 63,166 10,450,815 
LifePoint Hospitals, Inc. (a) 61,735 3,849,795 
MEDNAX, Inc. (a) 72,870 4,885,205 
Premier, Inc. (a) 492,714 16,023,059 
Select Medical Holdings Corp. 353,426 3,460,041 
Universal Health Services, Inc. Class B 36,700 4,050,579 
VCA, Inc. (a) 199,575 10,184,312 
  169,763,070 
Health Care Technology - 0.3%   
Allscripts Healthcare Solutions, Inc. (a) 312,000 3,906,240 
athenahealth, Inc. (a) 22,464 2,899,428 
Cerner Corp. (a) 31,233 1,594,757 
HMS Holdings Corp. (a) 353,054 4,649,721 
Medidata Solutions, Inc. (a) 63,582 2,193,579 
Omnicell, Inc. (a) 105,301 2,882,088 
  18,125,813 
Life Sciences Tools & Services - 1.4%   
Affymetrix, Inc. (a) 340,662 4,782,894 
Bio-Rad Laboratories, Inc. Class A (a) 33,128 4,460,354 
Bio-Techne Corp. 54,864 4,709,526 
Cambrex Corp. (a) 71,445 2,755,634 
Charles River Laboratories International, Inc. (a) 345,974 25,404,871 
Fluidigm Corp. (a) 110,500 732,615 
ICON PLC (a) 152,036 10,818,882 
Luminex Corp. (a) 20,100 375,468 
PAREXEL International Corp. (a) 246,715 14,479,703 
PerkinElmer, Inc. 319,931 15,119,939 
Sequenom, Inc. (a) 1,131,536 1,663,358 
VWR Corp. (a) 206,437 5,037,063 
Waters Corp. (a) 35,917 4,321,174 
  94,661,481 
Pharmaceuticals - 1.1%   
Akorn, Inc. (a) 369,212 9,817,347 
Catalent, Inc. (a) 180,097 4,370,954 
DepoMed, Inc. (a) 246,275 3,763,082 
Flamel Technologies SA sponsored ADR (a) 319,098 2,785,726 
GW Pharmaceuticals PLC ADR (a) 257,004 10,562,864 
Horizon Pharma PLC (a) 528,697 9,072,441 
Impax Laboratories, Inc. (a) 80,252 2,623,438 
Jazz Pharmaceuticals PLC (a) 61,773 7,510,361 
Nektar Therapeutics (a) 382,869 4,276,647 
Perrigo Co. PLC 26,445 3,338,681 
Prestige Brands Holdings, Inc. (a) 92,414 4,519,045 
Relypsa, Inc. (a) 49,649 658,346 
Revance Therapeutics, Inc. (a) 109,443 1,935,499 
Supernus Pharmaceuticals, Inc. (a) 169,310 2,123,147 
The Medicines Company (a) 43,240 1,390,598 
TherapeuticsMD, Inc. (a) 655,674 4,006,168 
  72,754,344 
TOTAL HEALTH CARE  642,780,556 
INDUSTRIALS - 10.5%   
Aerospace & Defense - 1.2%   
AeroVironment, Inc. (a) 92,920 2,311,850 
BE Aerospace, Inc. 133,786 5,835,745 
Curtiss-Wright Corp. 34,081 2,405,778 
HEICO Corp. Class A 353,248 15,436,938 
Hexcel Corp. 401,684 16,601,600 
Huntington Ingalls Industries, Inc. 20,240 2,652,654 
KEYW Holding Corp. (a) 421,300 2,624,699 
Spirit AeroSystems Holdings, Inc. Class A (a) 123,300 5,671,800 
Teledyne Technologies, Inc. (a) 66,246 5,642,834 
Textron, Inc. 90,600 3,093,990 
TransDigm Group, Inc. (a) 58,977 12,596,308 
Triumph Group, Inc. 67,677 2,061,441 
  76,935,637 
Air Freight & Logistics - 0.2%   
Expeditors International of Washington, Inc. 75,107 3,438,398 
Forward Air Corp. 297,289 12,105,608 
  15,544,006 
Airlines - 0.2%   
Air Canada (a) 829,257 4,425,156 
Allegiant Travel Co. 24,126 3,953,769 
Hawaiian Holdings, Inc. (a) 24,171 1,039,836 
JetBlue Airways Corp. (a) 262,015 5,764,330 
Southwest Airlines Co. 25,194 1,056,888 
  16,239,979 
Building Products - 1.0%   
A.O. Smith Corp. 181,256 12,756,797 
Armstrong World Industries, Inc. (a) 154,570 6,264,722 
Fortune Brands Home & Security, Inc. 112,680 5,658,790 
Lennox International, Inc. 30,830 3,983,544 
Masonite International Corp. (a) 224,546 12,913,640 
Owens Corning 387,893 16,648,368 
Universal Forest Products, Inc. 75,150 5,765,508 
  63,991,369 
Commercial Services & Supplies - 1.2%   
Casella Waste Systems, Inc. Class A (a) 1,552,646 9,207,191 
Clean Harbors, Inc. (a) 373,002 15,889,885 
Covanta Holding Corp. 226,500 3,155,145 
Herman Miller, Inc. 74,480 1,943,183 
Interface, Inc. 550,412 8,751,551 
Knoll, Inc. 189,150 3,612,765 
Pitney Bowes, Inc. 256,860 4,654,303 
Ritchie Brothers Auctioneers, Inc. 438,516 10,484,918 
Steelcase, Inc. Class A 588,148 7,345,969 
The Brink's Co. 485,995 14,215,354 
  79,260,264 
Construction & Engineering - 0.3%   
KBR, Inc. 1,328,340 18,370,942 
Quanta Services, Inc. (a) 200,039 4,058,791 
  22,429,733 
Electrical Equipment - 0.9%   
Acuity Brands, Inc. 57,665 12,076,781 
AMETEK, Inc. 68,842 3,194,957 
Encore Wire Corp. 261,724 9,458,705 
Generac Holdings, Inc. (a) 121,886 4,234,320 
Hubbell, Inc. Class B 114,043 11,331,312 
Regal Beloit Corp. 115,027 6,278,174 
Rockwell Automation, Inc. 40,700 4,236,463 
Sensata Technologies Holding BV (a) 189,505 6,464,016 
  57,274,728 
Industrial Conglomerates - 0.2%   
Carlisle Companies, Inc. 112,077 10,104,862 
Machinery - 2.6%   
Allison Transmission Holdings, Inc. 1,428,528 33,827,543 
CLARCOR, Inc. 73,251 3,526,303 
Donaldson Co., Inc. 153,190 4,326,086 
Harsco Corp. 216,400 820,156 
IDEX Corp. 135,791 10,206,052 
ITT Corp. 694,948 24,503,866 
Kennametal, Inc. 198,286 3,991,497 
Lincoln Electric Holdings, Inc. 225,407 12,300,460 
Manitowoc Co., Inc. 432,839 6,860,498 
Meritor, Inc. (a) 192,900 1,433,247 
Middleby Corp. (a) 129,090 11,953,734 
Nordson Corp. 40,906 2,931,733 
Proto Labs, Inc. (a) 52,843 3,438,494 
Stanley Black & Decker, Inc. 76,515 7,193,175 
Tennant Co. 130,094 6,054,575 
Terex Corp. 142,527 3,189,754 
Twin Disc, Inc. 88,945 772,932 
Valmont Industries, Inc. 17,600 1,989,680 
WABCO Holdings, Inc. (a) 59,214 5,583,880 
Wabtec Corp. 227,645 16,071,737 
Woodward, Inc. 229,346 10,767,795 
Xylem, Inc. 96,828 3,622,335 
  175,365,532 
Marine - 0.2%   
Danaos Corp. (a) 142,533 631,421 
Kirby Corp. (a) 275,004 15,567,976 
  16,199,397 
Professional Services - 0.8%   
Advisory Board Co. (a) 70,826 2,088,659 
CEB, Inc. 233,102 12,650,446 
Equifax, Inc. 51,100 5,359,368 
Huron Consulting Group, Inc. (a) 97,919 5,436,463 
Korn/Ferry International 401,096 11,399,148 
On Assignment, Inc. (a) 133,678 4,412,711 
Robert Half International, Inc. 88,841 3,499,447 
TransUnion Holding Co., Inc. 159,960 4,218,145 
TriNet Group, Inc. (a) 217,286 2,844,274 
TrueBlue, Inc. (a) 198,153 4,547,611 
  56,456,272 
Road & Rail - 0.8%   
Avis Budget Group, Inc. (a) 92,200 2,364,008 
Genesee & Wyoming, Inc. Class A (a) 70,479 3,997,569 
Heartland Express, Inc. 488,395 8,986,468 
Kansas City Southern 52,792 4,313,634 
Knight Transportation, Inc. 633,602 15,352,176 
Old Dominion Freight Lines, Inc. (a) 127,248 8,215,131 
Roadrunner Transportation Systems, Inc. (a) 269,190 3,138,755 
Ryder System, Inc. 49,800 2,824,656 
Saia, Inc. (a) 118,543 3,111,754 
Swift Transporation Co. (a) 241,582 4,116,557 
  56,420,708 
Trading Companies & Distributors - 0.9%   
AerCap Holdings NV (a) 417,715 14,924,957 
HD Supply Holdings, Inc. (a) 399,681 11,107,135 
MSC Industrial Direct Co., Inc. Class A 220,275 15,326,735 
United Rentals, Inc. (a) 30,332 1,564,221 
Watsco, Inc. 88,322 11,265,471 
WESCO International, Inc. (a) 63,738 2,807,659 
  56,996,178 
TOTAL INDUSTRIALS  703,218,665 
INFORMATION TECHNOLOGY - 15.6%   
Communications Equipment - 1.1%   
Applied Optoelectronics, Inc. (a) 223,391 4,018,804 
Arris International PLC (a) 413,904 9,888,167 
Brocade Communications Systems, Inc. 818,650 8,129,195 
Ciena Corp. (a) 946,023 19,393,472 
CommScope Holding Co., Inc. (a) 83,580 2,105,380 
Finisar Corp. (a) 213,364 3,110,847 
Harris Corp. 23,810 1,857,656 
Infinera Corp. (a) 502,656 7,886,673 
Lumentum Holdings, Inc. (a) 180,125 4,328,404 
NetScout Systems, Inc. (a) 172,600 3,567,642 
Palo Alto Networks, Inc. (a) 8,031 1,162,808 
ShoreTel, Inc. (a) 209,318 1,546,860 
Sonus Networks, Inc. (a) 245,500 1,912,445 
Viavi Solutions, Inc. (a) 1,083,543 7,075,536 
  75,983,889 
Electronic Equipment & Components - 2.9%   
Belden, Inc. 87,798 4,808,696 
CDW Corp. 522,508 20,680,867 
Cognex Corp. 242,632 8,979,810 
Coherent, Inc. (a) 57,565 4,869,999 
Dolby Laboratories, Inc. Class A 56,400 2,227,800 
FEI Co. 111,125 9,027,795 
FLIR Systems, Inc. 395,729 12,251,770 
II-VI, Inc. (a) 164,400 3,608,580 
Ingram Micro, Inc. Class A 202,353 7,244,237 
IPG Photonics Corp. (a) 137,674 11,352,598 
Itron, Inc. (a) 88,000 3,505,920 
Keysight Technologies, Inc. (a) 193,999 5,061,434 
Littelfuse, Inc. 21,020 2,388,292 
Maxwell Technologies, Inc. (a) 249,900 1,431,927 
Mercury Systems, Inc. (a) 234,800 3,836,632 
Methode Electronics, Inc. Class A 363,634 10,389,023 
Orbotech Ltd. (a) 323,925 7,336,901 
OSI Systems, Inc. (a) 69,517 4,196,741 
Rogers Corp. (a) 60,666 3,240,778 
ScanSource, Inc. (a) 210,010 7,852,274 
SYNNEX Corp. 138,524 13,025,412 
Tech Data Corp. (a) 183,523 12,921,854 
Trimble Navigation Ltd. (a) 640,812 14,905,287 
Universal Display Corp. (a) 174,665 8,345,494 
VeriFone Systems, Inc. (a) 155,544 3,715,946 
Zebra Technologies Corp. Class A (a) 122,995 7,598,631 
  194,804,698 
Internet Software & Services - 1.8%   
Akamai Technologies, Inc. (a) 60,693 3,275,601 
Alphabet, Inc. Class C 14,439 10,075,101 
Apigee Corp. 110,540 646,659 
Autobytel, Inc. (a) 64,662 1,241,510 
Baidu.com, Inc. sponsored ADR (a) 3,453 598,819 
Bankrate, Inc. (a) 199,400 1,527,404 
Care.com, Inc. (a) 429,579 2,603,249 
ChannelAdvisor Corp. (a) 399,605 4,247,801 
Cimpress NV (a) 65,841 5,805,859 
comScore, Inc. (a) 18,210 749,342 
CoStar Group, Inc. (a) 93,037 16,473,131 
Demandware, Inc. (a) 127,946 4,438,447 
Facebook, Inc. Class A (a) 19,087 2,040,782 
Five9, Inc. (a) 59,838 481,696 
GoDaddy, Inc. (a) 207,292 6,498,604 
j2 Global, Inc. 33,507 2,448,692 
LogMeIn, Inc. (a) 205,250 10,447,225 
Marketo, Inc. (a) 300,895 5,076,099 
Match Group, Inc. (a) 329,072 3,583,594 
Monster Worldwide, Inc. (a) 455,964 1,358,773 
New Relic, Inc. (a) 98,177 2,613,472 
Pandora Media, Inc. (a) 418,581 4,277,898 
Rackspace Hosting, Inc. (a) 172,582 3,715,690 
SciQuest, Inc. (a) 439,963 5,345,550 
Shutterstock, Inc. (a) 111,136 3,878,646 
SPS Commerce, Inc. (a) 66,023 2,952,549 
Stamps.com, Inc. (a) 90,896 10,773,903 
Twitter, Inc. (a) 83,813 1,518,692 
Web.com Group, Inc. (a) 68,532 1,243,856 
Wix.com Ltd. (a) 68,219 1,311,851 
XO Group, Inc. (a) 157,297 2,246,201 
  123,496,696 
IT Services - 2.6%   
Acxiom Corp. (a) 273,400 5,670,316 
Alliance Data Systems Corp. (a) 12,870 2,704,373 
Amdocs Ltd. 145,800 8,275,608 
Black Knight Financial Services, Inc. Class A 209,625 6,144,109 
Booz Allen Hamilton Holding Corp. Class A 211,100 5,826,360 
Cognizant Technology Solutions Corp. Class A (a) 24,944 1,421,309 
Convergys Corp. 68,800 1,773,664 
CoreLogic, Inc. (a) 743,849 25,729,737 
DST Systems, Inc. 33,600 3,513,888 
EPAM Systems, Inc. (a) 120,490 8,239,106 
Euronet Worldwide, Inc. (a) 418,457 27,425,672 
ExlService Holdings, Inc. (a) 98,977 4,660,827 
Fidelity National Information Services, Inc. 125,095 7,286,784 
Gartner, Inc. Class A (a) 97,487 8,032,929 
Genpact Ltd. (a) 522,535 13,810,600 
Global Payments, Inc. 210,625 12,837,594 
Lionbridge Technologies, Inc. (a) 663,755 2,927,160 
MoneyGram International, Inc. (a) 224,800 1,209,424 
Neustar, Inc. Class A (a) 162,700 4,046,349 
Total System Services, Inc. 220,020 9,588,472 
Vantiv, Inc. (a) 183,709 9,560,216 
Virtusa Corp. (a) 83,410 2,952,714 
  173,637,211 
Semiconductors & Semiconductor Equipment - 2.4%   
Atmel Corp. 667,846 5,396,196 
Cavium, Inc. (a) 259,370 15,429,921 
Ceva, Inc. (a) 75,500 1,480,555 
Cypress Semiconductor Corp. 230,600 1,840,188 
First Solar, Inc. (a) 56,640 4,070,717 
FormFactor, Inc. (a) 266,200 2,023,120 
Inphi Corp. (a) 68,481 1,732,569 
Integrated Device Technology, Inc. (a) 278,995 5,418,083 
Lam Research Corp. 141,720 10,388,076 
M/A-COM Technology Solutions Holdings, Inc. (a) 120,335 4,560,697 
Maxim Integrated Products, Inc. 132,941 4,501,382 
Mellanox Technologies Ltd. (a) 527,956 26,825,444 
Microsemi Corp. (a) 206,997 7,168,306 
MKS Instruments, Inc. 141,042 4,640,282 
Monolithic Power Systems, Inc. 225,908 13,342,126 
ON Semiconductor Corp. (a) 417,461 3,502,498 
Power Integrations, Inc. 101,118 4,634,238 
Rambus, Inc. (a) 437,400 5,699,322 
Rudolph Technologies, Inc. (a) 83,900 1,087,344 
Silicon Laboratories, Inc. (a) 101,155 4,172,644 
Skyworks Solutions, Inc. 130,860 8,695,647 
Teradyne, Inc. 182,260 3,477,521 
Ultratech, Inc. (a) 251,450 5,099,406 
United Microelectronics Corp. sponsored ADR 3,238,961 6,704,649 
Veeco Instruments, Inc. (a) 434,551 8,060,921 
  159,951,852 
Software - 4.5%   
Adobe Systems, Inc. (a) 14,477 1,232,717 
ANSYS, Inc. (a) 26,200 2,175,124 
Aspen Technology, Inc. (a) 417,656 13,770,118 
Atlassian Corp. PLC 86,930 2,066,326 
Autodesk, Inc. (a) 153,594 7,946,954 
Barracuda Networks, Inc. (a) 287,515 3,697,443 
Bottomline Technologies, Inc. (a) 119,986 3,384,805 
BroadSoft, Inc. (a) 81,015 2,988,643 
CA Technologies, Inc. 139,900 4,097,671 
Cadence Design Systems, Inc. (a) 1,034,773 22,299,358 
Callidus Software, Inc. (a) 632,978 8,690,788 
Check Point Software Technologies Ltd. (a) 15,619 1,297,470 
CommVault Systems, Inc. (a) 298,756 11,194,387 
Covisint Corp. (a) 945,101 1,842,947 
Descartes Systems Group, Inc. (a) 144,257 2,463,910 
Descartes Systems Group, Inc. (a) 21,114 361,575 
Electronic Arts, Inc. (a) 81,295 5,222,391 
EPIQ Systems, Inc. 50,095 685,300 
Fair Isaac Corp. 58,157 5,787,785 
Fleetmatics Group PLC (a) 224,530 8,107,778 
Fortinet, Inc. (a) 63,860 1,813,624 
Gigamon, Inc. (a) 42,900 1,174,173 
Guidance Software, Inc. (a) 97,969 524,134 
Guidewire Software, Inc. (a) 175,755 8,652,419 
HubSpot, Inc. (a) 119,272 4,968,872 
Interactive Intelligence Group, Inc. (a) 136,726 4,092,209 
Manhattan Associates, Inc. (a) 210,715 11,644,111 
Mentor Graphics Corp. 504,923 9,644,029 
MicroStrategy, Inc. Class A (a) 35,555 5,720,444 
Model N, Inc. (a) 260,677 2,690,187 
Nuance Communications, Inc. (a) 759,600 14,819,796 
Paycom Software, Inc. (a) 130,640 4,164,803 
Progress Software Corp. (a) 101,500 2,559,830 
Proofpoint, Inc. (a) 90,694 4,248,107 
PROS Holdings, Inc. (a) 40,273 442,600 
QAD, Inc. Class A 34,749 680,038 
Qlik Technologies, Inc. (a) 258,698 6,006,968 
Qualys, Inc. (a) 346,311 8,647,386 
RealPage, Inc. (a) 114,236 2,290,432 
RingCentral, Inc. (a) 220,892 4,086,502 
Rovi Corp. (a) 273,450 6,229,191 
SeaChange International, Inc. (a) 281,817 1,626,084 
ServiceNow, Inc. (a) 7,183 394,993 
Silver Spring Networks, Inc. (a) 218,100 2,726,250 
Solera Holdings, Inc. 204,003 11,362,967 
SS&C Technologies Holdings, Inc. 95,425 5,562,323 
Synchronoss Technologies, Inc. (a) 163,113 4,568,795 
Synopsys, Inc. (a) 174,130 7,792,318 
Tableau Software, Inc. (a) 32,143 1,467,328 
Take-Two Interactive Software, Inc. (a) 387,313 13,939,395 
Tangoe, Inc. (a) 124,402 1,006,412 
Ultimate Software Group, Inc. (a) 102,359 17,581,182 
Verint Systems, Inc. (a) 398,753 14,167,694 
Xura, Inc. (a) 213,770 4,196,305 
Zendesk, Inc. (a) 92,083 1,685,119 
  302,490,510 
Technology Hardware, Storage & Peripherals - 0.3%   
Cray, Inc. (a) 130,017 5,514,021 
Electronics for Imaging, Inc. (a) 190,717 7,554,300 
NCR Corp. (a) 18,636 435,337 
Quantum Corp. (a) 765,400 390,354 
Stratasys Ltd. (a) 199,525 3,761,046 
Super Micro Computer, Inc. (a) 77,013 2,500,612 
  20,155,670 
TOTAL INFORMATION TECHNOLOGY  1,050,520,526 
MATERIALS - 3.4%   
Chemicals - 1.6%   
Albemarle Corp. U.S. 380,616 21,398,232 
Ashland, Inc. 45,063 4,294,053 
Axalta Coating Systems (a) 185,520 4,816,099 
Celanese Corp. Class A 202,325 12,208,291 
Chemtura Corp. (a) 206,896 5,219,986 
FMC Corp. 81,146 3,054,335 
H.B. Fuller Co. 428,060 16,476,029 
Methanex Corp. 429,938 13,600,404 
PolyOne Corp. 309,991 8,341,858 
The Mosaic Co. 349,025 9,301,516 
The Scotts Miracle-Gro Co. Class A 126,994 8,765,126 
  107,475,929 
Construction Materials - 0.5%   
Eagle Materials, Inc. 307,830 18,599,089 
Headwaters, Inc. (a) 164,493 2,898,367 
Martin Marietta Materials, Inc. 64,907 9,257,036 
  30,754,492 
Containers & Packaging - 0.9%   
Avery Dennison Corp. 85,500 5,567,760 
Berry Plastics Group, Inc. (a) 865,952 26,957,086 
Crown Holdings, Inc. (a) 112,400 5,265,940 
Graphic Packaging Holding Co. 547,020 6,744,757 
WestRock Co. 464,006 15,669,483 
  60,205,026 
Metals & Mining - 0.4%   
Cliffs Natural Resources, Inc. (a) 328,600 709,776 
New Gold, Inc. (a) 2,564,635 8,681,470 
Newmont Mining Corp. 3,056 78,936 
Nucor Corp. 313,385 12,328,566 
Yamana Gold, Inc. 2,874,353 8,136,565 
  29,935,313 
Paper & Forest Products - 0.0%   
Mercer International, Inc. (SBI) 177,766 1,617,671 
TOTAL MATERIALS  229,988,431 
TELECOMMUNICATION SERVICES - 0.9%   
Diversified Telecommunication Services - 0.9%   
8x8, Inc. (a) 807,325 9,389,190 
inContact, Inc. (a) 1,640,184 15,204,506 
Level 3 Communications, Inc. (a) 458,730 22,271,342 
SBA Communications Corp. Class A (a) 87,440 8,297,182 
Vonage Holdings Corp. (a) 393,726 2,114,309 
  57,276,529 
Wireless Telecommunication Services - 0.0%   
Telephone & Data Systems, Inc. 50,300 1,344,016 
U.S. Cellular Corp. (a) 35,300 1,461,420 
  2,805,436 
TOTAL TELECOMMUNICATION SERVICES  60,081,965 
UTILITIES - 1.0%   
Electric Utilities - 0.2%   
Allete, Inc. 53,211 2,821,247 
Great Plains Energy, Inc. 208,353 6,113,077 
ITC Holdings Corp. 47,156 1,915,948 
Westar Energy, Inc. 94,493 4,106,666 
  14,956,938 
Independent Power and Renewable Electricity Producers - 0.2%   
Atlantic Power Corp. 612,200 1,049,744 
Calpine Corp. (a) 153,128 1,923,288 
Dynegy, Inc. (a) 176,700 1,781,136 
NRG Energy, Inc. 241,430 2,602,615 
Ormat Technologies, Inc. 73,200 2,793,312 
  10,150,095 
Multi-Utilities - 0.6%   
Ameren Corp. 300,235 14,096,033 
Avangrid, Inc. 80,395 3,118,522 
Black Hills Corp. 169,514 9,494,479 
DTE Energy Co. 161,970 13,624,916 
  40,333,950 
TOTAL UTILITIES  65,440,983 
TOTAL COMMON STOCKS   
(Cost $4,644,194,815)  4,588,437,881 
Convertible Preferred Stocks - 0.0%   
CONSUMER DISCRETIONARY - 0.0%   
Internet & Catalog Retail - 0.0%   
The Honest Co., Inc. Series D (b) 6,381 332,055 
HEALTH CARE - 0.0%   
Biotechnology - 0.0%   
Syndax Pharmaceuticals, Inc. Series C1 (b) 26,642 287,734 
TOTAL CONVERTIBLE PREFERRED STOCKS   
(Cost $630,422)  619,789 
Equity Funds - 28.0%   
Mid-Cap Blend Funds - 6.7%   
Fidelity SAI Small-Mid Capital 500 Index Fund (c) 23,853,210 208,477,054 
FMI Common Stock Fund 10,750,754 239,526,800 
TOTAL MID-CAP BLEND FUNDS  448,003,854 
Mid-Cap Growth Funds - 3.2%   
Fidelity Advisor Stock Selector Mid Cap Fund (c) 7,475,624 219,035,770 
Sector Funds - 0.7%   
Hennessy Small Cap Financial Fund Investor Class 2,204,505 44,464,873 
Small Blend Funds - 13.7%   
Goldman Sachs Small Cap Value Fund Institutional Class 5,849,235 270,527,101 
JPMorgan Small Cap Equity Fund Class A 11,505,912 427,444,630 
Vulcan Value Partners Small Cap Fund 14,718,249 224,600,486 
TOTAL SMALL BLEND FUNDS  922,572,217 
Small Growth Funds - 1.2%   
Champlain Small Company Fund Advisor Class 5,771,333 82,010,640 
Small Value Funds - 2.5%   
Fidelity Small Cap Value Fund (c) 10,075,903 165,345,561 
TOTAL EQUITY FUNDS   
(Cost $1,982,823,753)  1,881,432,915 
  Principal Amount  
U.S. Treasury Obligations - 0.1%   
U.S. Treasury Bills, yield at date of purchase 0.31% 4/28/16 (d)   
(Cost $6,476,764) $6,480,000 6,477,136 
 Shares  
Money Market Funds - 3.5%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (e)   
(Cost $235,558,742) 235,558,742 235,558,742 
TOTAL INVESTMENT PORTFOLIO - 99.9%   
(Cost $6,869,684,496)  6,712,526,463 
NET OTHER ASSETS (LIABILITIES) - 0.1%  5,760,676 
NET ASSETS - 100%  $6,718,287,139 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/(Depreciation) 
Purchased    
Equity Index Contracts    
1,105 ICE Russell 2000 Index Contracts (United States) March 2016 114,002,850 $(7,279,871) 


The face value of futures purchased as a percentage of Net Assets is 1.7%

Legend

 (a) Non-income producing

 (b) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $619,789 or 0.0% of net assets.

 (c) Affiliated Fund

 (d) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $6,286,220.

 (e) The rate quoted is the annualized seven-day yield of the fund at period end.


Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
Syndax Pharmaceuticals, Inc. Series C1 12/11/15 $372,760 
The Honest Co., Inc. Series D 9/25/15 $257,662 

Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Advisor Stock Selector Mid Cap Fund $339,358,581 $5,194,014 $76,187,195 $925,912 $219,035,770 
Fidelity SAI Small-Mid Capital 500 Index Fund -- 290,958,752 67,035,504 1,186,876 208,477,054 
Fidelity Small Cap Value Fund 93,903,412 87,011,698 -- 984,797 165,345,561 
Spartan Extended Market Index Fund Investor Class 357,772,322 3,746,194 362,317,342 573,296 -- 
Total $791,034,315 $386,910,658 $505,540,041 $3,670,881 $592,858,385 

Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $769,334,219 $769,002,164 $-- $332,055 
Consumer Staples 87,342,412 87,342,412 -- -- 
Energy 112,121,008 112,121,008 -- -- 
Financials 867,941,171 867,941,171 -- -- 
Health Care 643,068,290 642,533,946 287,734 246,610 
Industrials 703,218,665 703,218,665 -- -- 
Information Technology 1,050,520,526 1,050,520,526 -- -- 
Materials 229,988,431 229,988,431 -- -- 
Telecommunication Services 60,081,965 60,081,965 -- -- 
Utilities 65,440,983 65,440,983 -- -- 
Equity Funds 1,881,432,915 1,881,432,915 -- -- 
Other Short-Term Investments and Net Other Assets 6,477,136 -- 6,477,136 -- 
Money Market Funds 235,558,742 235,558,742 -- -- 
Total Investments in Securities: $6,712,526,463 $6,705,182,928 $6,764,870 $578,665 
Derivative Instruments:     
Liabilities     
Futures Contracts $(7,279,871) $(7,279,871) $-- $-- 
Total Liabilities $(7,279,871) $(7,279,871) $-- $-- 
Total Derivative Instruments: $(7,279,871) $(7,279,871) $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $0 $(7,279,871) 
Total Equity Risk (7,279,871) 
Total Value of Derivatives $0 $(7,279,871) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $6,251,495,577) 
$6,119,668,078  
Affiliated issuers (cost $618,188,919) 592,858,385  
Total Investments (cost $6,869,684,496)  $6,712,526,463 
Cash  334,890 
Foreign currency held at value (cost $3)  
Receivable for investments sold  50,234,525 
Receivable for fund shares sold  3,262,253 
Dividends receivable  3,455,587 
Interest receivable  19,534 
Prepaid expenses  3,508 
Other receivables  49,373 
Total assets  6,769,886,136 
Liabilities   
Payable for investments purchased $43,617,415  
Payable for fund shares redeemed 4,467,785  
Accrued management fee 1,949,410  
Payable for daily variation margin for derivative instruments 419,900  
Other affiliated payables 937,417  
Other payables and accrued expenses 207,070  
Total liabilities  51,598,997 
Net Assets  $6,718,287,139 
Net Assets consist of:   
Paid in capital  $7,049,208,566 
Distributions in excess of net investment income  (47,926) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (166,435,597) 
Net unrealized appreciation (depreciation) on investments  (164,437,904) 
Net Assets, for 604,280,309 shares outstanding  $6,718,287,139 
Net Asset Value, offering price and redemption price per share ($6,718,287,139 ÷ 604,280,309 shares)  $11.12 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $49,638,342 
Affiliated issuers  3,670,881 
Interest  39,715 
Total income  53,348,938 
Expenses   
Management fee $39,699,603  
Transfer agent fees 9,255,472  
Accounting fees and expenses 1,167,472  
Custodian fees and expenses 132,192  
Independent trustees' compensation 79,982  
Registration fees 234,385  
Audit 83,293  
Legal 53,463  
Miscellaneous 204,040  
Total expenses before reductions 50,909,902  
Expense reductions (17,837,980) 33,071,922 
Net investment income (loss)  20,277,016 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (54,294,277)  
Affiliated issuers 52,911,848  
Foreign currency transactions 155,094  
Futures contracts (11,356,421)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 76,891,666  
Affiliated issuers 18,723,894  
Total net realized gain (loss)  83,031,804 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(1,076,507,669)  
Assets and liabilities in foreign currencies 427  
Futures contracts (25,011,310)  
Total change in net unrealized appreciation (depreciation)  (1,101,518,552) 
Net gain (loss)  (1,018,486,748) 
Net increase (decrease) in net assets resulting from operations  $(998,209,732) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $20,277,016 $14,090,445 
Net realized gain (loss) 83,031,804 341,069,625 
Change in net unrealized appreciation (depreciation) (1,101,518,552) 79,506,742 
Net increase (decrease) in net assets resulting from operations (998,209,732) 434,666,812 
Distributions to shareholders from net investment income (18,681,110) (13,400,507) 
Distributions to shareholders from net realized gain (417,322,870) (456,903,940) 
Total distributions (436,003,980) (470,304,447) 
Share transactions   
Proceeds from sales of shares 1,767,001,360 2,489,121,288 
Reinvestment of distributions 435,093,539 469,233,819 
Cost of shares redeemed (1,251,927,060) (1,146,804,276) 
Net increase (decrease) in net assets resulting from share transactions 950,167,839 1,811,550,831 
Total increase (decrease) in net assets (484,045,873) 1,775,913,196 
Net Assets   
Beginning of period 7,202,333,012 5,426,419,816 
End of period (including distributions in excess of net investment income of $47,926 and undistributed net investment income of $589,671, respectively) $6,718,287,139 $7,202,333,012 
Other Information   
Shares   
Sold 141,840,290 192,772,792 
Issued in reinvestment of distributions 33,890,984 36,670,178 
Redeemed (98,676,190) (86,606,781) 
Net increase (decrease) 77,055,084 142,836,189 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Fund

      
Years ended February 28, 2016A 2015 2014 2013 2012 A 
Selected Per–Share Data      
Net asset value, beginning of period $13.66 $14.12 $12.30 $11.45 $12.00 
Income from Investment Operations      
Net investment income (loss)B .04 .03 .02 .06 .02 
Net realized and unrealized gain (loss) (1.78) .64 3.33 1.30 (.06) 
Total from investment operations (1.74) .67 3.35 1.36 (.04) 
Distributions from net investment income (.03) (.03) (.02) (.06) (.02) 
Distributions from net realized gain (.77) (1.11) (1.51) (.44) (.50) 
Total distributions (.80) (1.13)C (1.53) (.51)D (.51)E 
Net asset value, end of period $11.12 $13.66 $14.12 $12.30 $11.45 
Total ReturnF (13.45)% 5.45% 28.21% 12.37% (.05)% 
Ratios to Average Net AssetsG      
Expenses before reductions .72% .62% .70% .65% .63% 
Expenses net of fee waivers, if any .46% .37% .45% .40% .38% 
Expenses net of all reductions .46% .37% .45% .40% .37% 
Net investment income (loss) .28% .23% .14% .51% .18% 
Supplemental Data      
Net assets, end of period (000 omitted) $6,718,287 $7,202,333 $5,426,420 $3,004,665 $2,676,692 
Portfolio turnover rateH 71% 54% 84% 53% 63% 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C Total distributions of $1.13 per share is comprised of distributions from net investment income of $.026 and distributions from net realized gain of $1.105 per share.

 D Total distributions of $.51 per share is comprised of distributions from net investment income of $.064 and distributions from net realized gain of $.443 per share.

 E Total distributions of $.51 per share is comprised of distributions from net investment income of $.018 and distributions from net realized gain of $.496 per share.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. Fees and expenses of the Underlying Funds are not included in the Fund's annualized ratios. The Fund indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Small-Mid Cap Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is offered exclusively to clients of Strategic Advisers, Inc. (Strategic Advisers), an affiliate of Fidelity Management & Research Company (FMR).

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from Underlying Funds, futures contracts, foreign currency transactions, market discount, passive foreign investment companies (PFIC), partnerships, deferred trustees compensation and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $511,760,276 
Gross unrealized depreciation (710,101,232) 
Net unrealized appreciation (depreciation) on securities $(198,340,956) 
Tax Cost $6,910,867,419 

The tax-based components of distributable earnings as of period end were as follows:

Net unrealized appreciation (depreciation) on securities and other investments $(198,340,956) 

The Fund intends to elect to defer to its next fiscal year $132,532,159 of capital losses recognized during the period November 1, 2015 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $18,681,110 $ 83,347,431 
Long-term Capital Gains 417,322,870 386,957,016 
Total $436,003,980 $ 470,304,447 

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $(11,356,421) and a change in net unrealized appreciation (depreciation) of $(25,011,310) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares and in- kind transactions), other than short-term securities aggregated $5,600,117,735 and $4,785,139,749, respectively.

Exchanges In-Kind. During the period, the Fund redeemed shares of Meridian Growth Fund Legacy Class and AllianceBernstein Discovery Growth Fund Class A in exchange for cash and investments, as noted in the following table. Net realized losses on the Fund's redemptions of Meridian Growth Fund Legacy Class and AllianceBernstein Discovery Growth Fund Class A shares are included in "Net realized gain (loss) on Investment securities: Unaffiliated issuers" in the accompanying Statement of Operations. The Fund recognized net realized losses on the exchanges for federal income tax purposes.

Transaction Date Fund Name Value of investments and cash received Realized gain (loss) Shares redeemed 
9/25/15 AllianceBernstein Discovery Growth Fund Class A $304,882,495 $(26,432,769) 34,764,253 
12/11/15 Meridian Growth Fund Legacy Class 430,967,188 (46,810,638) 12,619,830 
 Total $735,849,683 $(73,243,407) 47,384,083 

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .25% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.10% of the Fund's average net assets. For the reporting period, the total annualized management fee rate was .56% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. Advisory Research, Inc., AllianceBernstein, L.P. (AB), Arrowpoint Asset Management, LLC, Fisher Investments, Invesco Advisers, Inc., Kennedy Capital Management, Inc., Neuberger Berman Investment Advisers LLC (NBIA) (formerly Neuberger Berman Management, LLC), Portolan Capital Management, LLC, RS Investment Management Co. LLC, Systematic Financial Management, L.P. and The Boston Company Asset Management, LLC each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

FIAM LLC (FIAM) (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, has been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, FIAM has not been allocated any portion of the Fund's assets. FIAM in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

In March 2016, the Board of Trustees approved the appointment of J.P. Morgan Investment Management, Inc. (J.P. Morgan) as an additional sub-adviser for the Fund. Subsequent to period end, J.P. Morgan was allocated a portion of the Fund's assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. The Fund does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .13% of average net assets.

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser or Sub-adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $23,462 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub- adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $9,339 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .25% of the Fund's average net assets until September 30, 2018. During the period, this waiver reduced the Fund's management fee by $17,774,194.

In addition, during the period the investment adviser reimbursed and/or waived a portion of operating expenses in the amount of $63,786.

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

The Fund does not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the Fund within its principle investment strategies may represent a significant portion of an Underlying Fund's net assets.

At the end of the period, the Fund was the owner of record of 10% or more of the total outstanding shares of the following underlying Funds:

Fidelity Advisor Stock Selector Mid Cap Fund 10% 
Fidelity SAI Small-Mid Cap 500 Index Fund 100% 

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Small-Mid Cap Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Small-Mid Cap Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Small-Mid Cap Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 15, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-3455.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Actual .51% $1,000.00 $907.30 $2.42 
Hypothetical-C  $1,000.00 $1,022.33 $2.56 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period) The fees and expenses of the Underlying Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 29, 2016, $218,690,593, or, if subsequently determined to be different, the net capital gain of such year.

The fund designates 44% and 100% of the dividends distributed in April and December, respectively during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

The fund designates 44% and 100% of the dividends distributed in April and December, respectively during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Small-Mid Cap Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Advisory Research, Inc. (ARI), Fisher Investments, Inc. (Fisher Investments), Invesco Advisers, Inc. (Invesco), Kennedy Capital Management, Inc. (Kennedy Capital), Neuberger Berman Management LLC (Neuberger Berman), Pyramis Global Advisors, LLC (Pyramis), RS Investments Management Co. LLC (RS Investments), Systematic Financial Management, L.P. (Systematic), and The Boston Company Asset Management, LLC (Boston Company) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In addition, at its December 2015 meeting, the Board prospectively approved an amended sub-advisory agreement with Neuberger Berman to take effect upon the consummation of an internal reorganization that will result in Neuberger Berman Investment Advisers LLC (NBIA), an affiliate of Neuberger Berman, providing services to the fund. The Board noted that the reorganization would not result in any changes to the personnel that currently provide services to the fund or the nature, extent and quality of the services provided. In addition, the Board noted that the amendment would not result in any changes to the terms of the sub-advisory agreement. In reaching its determination to renew the fund's Advisory Contracts and approve an amended sub-advisory agreement with NBIA, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund and approve an amended sub-advisory agreement with NBIA, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the approval of the amended sub-advisory agreement with NBIA is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts and approve an amended sub-advisory agreement with NBIA was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, ARI, Fisher Investments, Invesco, Kennedy Capital, Neuberger Berman, Pyramis, RS Investments, Systematic, and Boston Company(collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and theiraffiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2014, the cumulative total returns of the fund and the cumulative total returns of an appropriate benchmark index and peer group. The box within each chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Small-Mid Cap Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the fund was in the third quartile for the one-, three-, and five-year periods ended December 31, 2014. The Board also noted that the fund had under-performed 58%, 58%, and 64% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for each period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' proposal to extend the 0.25% management fee waiver through September 30, 2018 and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.10%. In considering the fund's management fee and management fee waiver and comparisons to other registered investment companies with investment objectives similar to those of the fund, the Board noted that shares of the fund are offered only to clients that participate in the Fidelity Portfolio Advisory Service managed account program.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Small-Mid Cap Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and above the median of its ASPG for the fiscal year ended February 28, 2015. The Board also noted that the fund's management fee was compared on a pre-waiver basis and, therefore, did not reflect the management fee waiver noted above. Giving effect to the waiver, however, the fund's management fee was below the ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type. The Board noted that the fund's total expenses were below the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board also took into consideration that Strategic Advisers has agreed to waive 0.25% of its management fee through September 30, 2018.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest.In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Strategic Advisers Small-Mid Cap Fund

On September 16, 2015, the Board of Trustees, including the Independent Trustees (together, the Board) voted at an in-person meeting to approve an investment advisory agreement (the Sub-Advisory Agreement) with AllianceBernstein L.P. (AB) (New Sub-Adviser) for the fund.

The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information it believed relevant to the approval of the Sub-Advisory Agreement.

In considering whether to approve the Sub-Advisory Agreement, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the approval of the Sub-Advisory Agreement is in the best interests of the fund and its shareholders and that the approval of such agreement does not involve a conflict of interest from which Strategic Advisers, Inc. (Strategic Advisers) or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and will be based upon services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to approve the Sub-Advisory Agreement was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board.

Nature, Extent, and Quality of Services Provided.  The Board noted that it is familiar with the nature, extent and quality of services provided by the New Sub-Adviser from its oversight of the New Sub-Adviser on behalf of other funds overseen by the Board and that although the fund will not utilize the same investment personnel, the same support staff, including compliance personnel, that currently provides services to other Strategic Advisers funds will also provide services to the fund. The Board considered the backgrounds of the investment personnel that will provide services to the fund, and also took into consideration the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the information regarding the New Sub-Adviser provided in connection with its renewal of the existing sub-advisory agreements with the New Sub-Adviser at its September 2015 Board meeting.

Resources Dedicated to Investment Management and Support Services.  The Board noted that the New Sub-Adviser will utilize a different investment mandate to manage the fund than it currently uses in managing other Strategic Advisers funds and reviewed the general qualifications and capabilities of the investment staff that will provide services to the fund and its use of technology. The Board noted that the New Sub-Adviser's analysts have extensive resources, tools and capabilities which allow them to conduct sophisticated fundamental and/or quantitative analysis. Additionally, in their deliberations, the Board considered the New Sub-Adviser's trading capabilities and resources which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory services to be performed by the New Sub-Adviser under the Sub-Advisory Agreement and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board also considered the historical investment performance of the New Sub-Adviser and the portfolio managers in managing accounts under a similar investment mandate.

Based on its review, the Board concluded that the nature, extent, and quality of services that will be provided to the fund under the Sub-Advisory Agreement should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  In reviewing the Sub-Advisory Agreement, the Board considered the amount and nature of fees to be paid by the fund to the fund's investment adviser, Strategic Advisers, the amount and nature of fees to be paid by Strategic Advisers to the New Sub-Adviser and the projected change in the fund's total operating expenses, if any, as a result of hiring the New Sub-Adviser.

The Board noted that the fund's maximum aggregate annual management fee rate may not exceed 1.10% of the fund's average daily net assets and that the Sub-Advisory Agreement will not result in a change to the maximum aggregate annual management fee payable by the fund or Strategic Advisers' portion of the management fee. The Board considered Strategic Advisers' contractual agreement to waive its 0.25% portion of the fund's management fee through September 30, 2017 and its proposal to extend the waiver through September 30, 2018. The Board also considered that the fund's total net expenses after allocating assets to the New Sub-Adviser are expected to continue to rank below the median expense ratio of its competitive peer group.

Based on its review, the Board concluded that the fund's management fee structure and any changes to projected total expenses bear a reasonable relationship to the services that the fund and its shareholders will receive and the other factors considered.

Because the Sub-Advisory Agreement was negotiated at arm's length and will have no impact on the maximum management fees payable by the fund, the Board did not consider the costs of services and profitability to be significant factors in its decision to approve the Sub-Advisory Agreement.

Potential Fall-Out Benefits.  The Board considered that it reviews information regarding the potential of direct and indirect benefits to Strategic Advisers and its affiliates from their relationships with the fund, including non-advisory fee compensation paid to affiliates of Strategic Advisers, if any, during its annual renewal of the fund's advisory agreement with Strategic Advisers. With respect to the New Sub-Adviser, the Board considered management's representation that it does not anticipate that the hiring of the New Sub-Adviser will have a material impact on the potential for fall-out benefits to Strategic Advisers or its affiliates.

Possible Economies of Scale.  The Board considered that it reviews whether there have been economies of scale in connection with the management of the fund during its annual renewal of the fund's advisory agreement with Strategic Advisers and the fund's sub-advisory agreements. The Board noted that the Sub-Advisory Agreement provides for breakpoints that have the potential to reduce sub-advisory fees paid to the New Sub-Adviser as assets allocated to the New Sub-Adviser grow.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the Sub-Advisory Agreement should be approved because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the sub-advisory fees to be charged thereunder will be based on services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, the Board concluded that the approval of the Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Strategic Advisers Small-Mid Cap Fund

On December 2, 2015, the Board of Trustees, including the Independent Trustees (together, the Board) voted at an in-person meeting to approve an investment advisory agreement (the Sub-Advisory Agreement) with Arrowpoint Asset Management, LLC (New Sub-Adviser) for the fund.

The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information it believed relevant to the approval of the Sub-Advisory Agreement.

In considering whether to approve the Sub-Advisory Agreement, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the approval of the Sub-Advisory Agreement is in the best interests of the fund and its shareholders and that the approval of such agreement does not involve a conflict of interest from which Strategic Advisers, Inc. (Strategic Advisers) or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and will be based upon services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to approve the Sub-Advisory Agreement was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board.

Nature, Extent, and Quality of Services Provided.  The Board considered the backgrounds of the investment personnel that will provide services to the fund, and also took into consideration the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the structure of the New Sub-Adviser's portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the New Sub-Adviser's investment staff, its use of technology, and the New Sub-Adviser's approach to managing and compensating investment personnel. The Board noted that the New Sub-Adviser's analysts have extensive resources, tools and capabilities which allow them to conduct sophisticated fundamental and/or quantitative analysis. Additionally, in their deliberations, the Board considered the New Sub-Adviser's trading capabilities and resources which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory services to be performed by the New Sub-Adviser under the Sub-Advisory Agreement and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board also considered the historical investment performance of the New Sub-Adviser and the portfolio managers in managing accounts under a similar investment mandate.

Based on its review, the Board concluded that the nature, extent, and quality of services that will be provided to the fund under the Sub-Advisory Agreement should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  In reviewing the Sub-Advisory Agreement, the Board considered the amount and nature of fees to be paid by the fund to the fund's investment adviser, Strategic Advisers, the amount and nature of fees to be paid by Strategic Advisers to the New Sub-Adviser and the projected change in the fund's total operating expenses, if any, as a result of hiring the New Sub-Adviser.

The Board noted that the fund's maximum aggregate annual management fee rate may not exceed 1.10% of the fund's average daily net assets and that the Sub-Advisory Agreement will not result in a change to the maximum aggregate annual management fee payable by the fund or Strategic Advisers' portion of the management fee. The Board considered Strategic Advisers' contractual agreement to waive its 0.25% portion of the fund's management fee through September 30, 2018. The Board also considered that the fund's total net expenses after allocating assets to the New Sub-Adviser are expected to continue to rank below the median expense ratio of its competitive peer group.

Based on its review, the Board concluded that the fund's management fee structure and any changes to projected total expenses bear a reasonable relationship to the services that the fund and its shareholders will receive and the other factors considered.

Because the Sub-Advisory Agreement was negotiated at arm's length and will have no impact on the maximum management fees payable by the fund or Strategic Advisers portion of the management fee, the Board did not consider the costs of services and profitability to be significant factors in its decision to approve the Sub-Advisory Agreement.

Potential Fall-Out Benefits.  The Board considered that it reviews information regarding the potential of direct and indirect benefits to Strategic Advisers and its affiliates from their relationships with the fund, including non-advisory fee compensation paid to affiliates of Strategic Advisers, if any, during its annual renewal of the fund's advisory agreement with Strategic Advisers. With respect to the New Sub-Adviser, the Board considered management's representation that it does not anticipate that the hiring of the New Sub-Adviser will have a material impact on the potential for fall-out benefits to Strategic Advisers or its affiliates.

Possible Economies of Scale.  The Board considered that it reviews whether there have been economies of scale in connection with the management of the fund during its annual renewal of the fund's advisory agreement with Strategic Advisers and the fund's sub-advisory agreements. The Board noted that the Sub-Advisory Agreement provides for breakpoints that have the potential to reduce sub-advisory fees paid to the New Sub-Adviser as assets allocated to the New Sub-Adviser grow.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the Sub-Advisory Agreement should be approved because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the sub-advisory fees to be charged thereunder will be based on services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, the Board concluded that the approval of the Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

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1.912857.105


Strategic Advisers® International Multi-Manager Fund



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Strategic Advisers® International Multi-Manager Fund (13.34)% 4.25% 

 A From May 2, 2012.


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® International Multi-Manager Fund, a class of the fund, on May 2, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE Index performed over the same period.


Period Ending Values

$11,730Strategic Advisers® International Multi-Manager Fund

$11,522MSCI EAFE Index

Management's Discussion of Fund Performance

Market Recap:  International equities suffered a setback for the year ending February 29, 2016, held back by a collapse in commodity prices that affected resources-related sectors and geographies in particular. The non-U.S. developed-markets MSCI EAFE Index returned -15.04% for the 12 months, hurt also by concerns about global economic growth. Stocks in developing markets fell further, with the MSCI Emerging Markets Index returning -23.13%. Commodity producers were pressured for much of the year, largely related to economic deceleration in China, the world's second-largest economy and a leading consumer of raw materials. Effects were exacerbated by U.S. dollar strength relative to global currencies, weighing on commodities priced in dollars and acutely affecting the equity returns of resources-related areas. Among regions within the MSCI EAFE Index, net energy consumer Japan (-10%) fared best; Asia Pacific ex Japan (-19%), worst. At the country level, only Denmark (+5%) and Israel (+3%) managed a gain, with several notching declines of greater than 20%. As for sectors, consumer staples (-2%) and telecommunication services (-6%) lost the least, whereas materials (-29%), financials (-22%) and energy (-21%) lost the most. Among emerging-markets countries, Hungary (+27%) proved the sole gainer. Meanwhile, Greece (-68%), Brazil (-40%), China (-29%) and India (-26%) headed the market's broad-based decline.

Comments from Portfolio Manager Wilfred Chilangwa:  For the year, the fund's share classes posted negative returns but outpaced the benchmark MSCI EAFE Index. Relative to the benchmark, sub-adviser Massachusetts Financial Services' (MFS) International Value strategy was the top contributor, as this manager's quality-focused all-cap approach delivered favorable overall positioning in Japan and solid stock selection in the United Kingdom. From a sector perspective, beneficial positioning in consumer staples, information technology and financials added the most value. William Blair Investment Management also aided the fund's relative performance, fueled by strong picks in continental Europe and the United Kingdom, along with lighter-than-benchmark exposure to poor-performing Australia. The Select International strategy run by FIAM℠ provided a further boost versus the benchmark. On the downside, MFS's International Research Equity strategy was hampered by adverse security selection in the United Kingdom, particularly among health care, industrials and utilities names. Causeway Capital Management's exposure to Canada and stock picks in continental Europe worked against its relative performance, as did an underweighting in Japan, which held up better than many other developed markets this past year.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
Nestle SA 2.2 2.0 
KDDI Corp. 1.8 1.9 
Roche Holding AG (participation certificate) 1.6 1.7 
Danone SA 1.5 1.2 
WisdomTree Europe Hedged Equity ETF 1.4 1.5 
Novartis AG 1.4 2.0 
Reckitt Benckiser Group PLC 1.4 1.2 
Japan Tobacco, Inc. 1.2 1.0 
British American Tobacco PLC (United Kingdom) 1.1 0.9 
Bayer AG 1.0 1.3 
 14.6  

Top Five Market Sectors as of February 29, 2016

(stocks only) % of fund's net assets % of fund's net assets 6 months ago 
Financials 18.7 21.3 
Consumer Staples 14.5 13.3 
Industrials 11.8 10.3 
Consumer Discretionary 10.5 11.2 
Information Technology 9.8 8.2 

Geographic Diversification (% of fund's net assets)

As of February 29, 2016 
   Japan 18.0% 
   United Kingdom 17.4% 
   United States of America* 11.5% 
   Switzerland 10.2% 
   France 9.9% 
   Germany 7.5% 
   Netherlands 3.6% 
   Australia 3.1% 
   Hong Kong 1.9% 
   Other 16.9% 


 * Includes Short-Term investments and Net Other Assets (Liabilities).


As of August 31, 2015 
   Japan 19.6% 
   United Kingdom 17.6% 
   United States of America* 10.7% 
   Switzerland 10.6% 
   France 9.1% 
   Germany 7.1% 
   Netherlands 3.7% 
   Australia 2.4% 
   Hong Kong 2.3% 
   Other 16.9% 


 * Includes Short-Term investments and Net Other Assets (Liabilities).


Percentages are based on country or territory of incorporation and are adjusted for the effect of futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Stocks 91.5% 
   Europe Stock Funds 1.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 7.1% 


As of August 31, 2015 
   Stocks 91.8% 
   Europe Stock Funds 1.5% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.7% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 90.2%   
 Shares Value 
CONSUMER DISCRETIONARY - 9.9%   
Auto Components - 1.2%   
Bridgestone Corp. 1,600 $56,019 
Compagnie Plastic Omnium 416 13,282 
Continental AG 935 187,764 
DENSO Corp. 4,300 159,421 
GKN PLC 41,235 157,831 
Valeo SA 800 111,222 
  685,539 
Automobiles - 0.9%   
Bayerische Motoren Werke AG (BMW) 517 42,000 
Fuji Heavy Industries Ltd. 1,300 42,532 
Geely Automobile Holdings Ltd. 10,000 3,703 
Honda Motor Co. Ltd. 3,700 95,160 
Isuzu Motors Ltd. 4,300 43,020 
Renault SA 643 58,855 
Suzuki Motor Corp. 1,800 45,042 
Toyota Motor Corp. 3,400 177,268 
Yamaha Motor Co. Ltd. 2,200 32,746 
  540,326 
Distributors - 0.0%   
Inchcape PLC 1,893 19,471 
Jardine Cycle & Carriage Ltd. 500 13,709 
  33,180 
Hotels, Restaurants & Leisure - 2.1%   
Accor SA 1,169 49,787 
Carnival PLC 4,152 205,114 
Compass Group PLC 31,365 549,904 
Flight Centre Travel Group Ltd. 1,941 57,355 
InterContinental Hotel Group PLC 1,631 61,263 
Oriental Land Co. Ltd. 200 13,690 
TUI AG 2,682 40,219 
Whitbread PLC 3,345 182,552 
William Hill PLC 4,037 22,960 
Yum! Brands, Inc. 567 41,090 
  1,223,934 
Household Durables - 1.0%   
Berkeley Group Holdings PLC 768 34,730 
Casio Computer Co. Ltd. 3,000 55,257 
Haseko Corp. 1,100 9,520 
Nikon Corp. 10,500 159,793 
Sony Corp. 2,600 54,638 
Steinhoff International Holdings NV (South Africa) 10,476 55,919 
Taylor Wimpey PLC 43,726 113,321 
Techtronic Industries Co. Ltd. 25,500 97,370 
  580,548 
Internet & Catalog Retail - 0.0%   
YOOX SpA (a) 472 13,915 
Zalando SE (a) 573 17,958 
  31,873 
Leisure Products - 0.1%   
Sankyo Co. Ltd. (Gunma) 900 33,045 
Yamaha Corp. 1,500 41,815 
  74,860 
Media - 2.5%   
Altice NV:   
Class A (a) 1,736 25,023 
Class B (a) 800 11,757 
Axel Springer Verlag AG 486 24,679 
Dentsu, Inc. 700 32,536 
Fuji Media Holdings, Inc. 1,100 12,582 
ITV PLC 57,081 197,508 
Naspers Ltd. Class N 458 54,401 
Nippon Television Network Corp. 1,100 18,806 
NOS SGPS SA 1,799 12,504 
ProSiebenSat.1 Media AG 2,643 135,925 
Publicis Groupe SA 62 
RELX NV 30,483 500,738 
RELX PLC 3,280 56,701 
Technicolor SA 1,768 10,765 
Telenet Group Holding NV (a) 491 25,849 
UBM PLC 1,809 14,868 
Vivendi SA 3,352 69,531 
Wolters Kluwer NV 2,112 79,943 
WPP PLC 9,547 201,083 
  1,485,261 
Multiline Retail - 0.3%   
Dollarama, Inc. 570 33,180 
Don Quijote Holdings Co. Ltd. 800 26,741 
Next PLC 1,164 109,601 
  169,522 
Specialty Retail - 0.8%   
ABC-MART, Inc. 800 45,983 
Esprit Holdings Ltd. 92,750 82,876 
Fast Retailing Co. Ltd. 100 27,745 
Grandvision NV 284 8,113 
Inditex SA 3,364 103,796 
Nitori Holdings Co. Ltd. 600 46,083 
USS Co. Ltd. 8,500 133,785 
WH Smith PLC 546 13,732 
  462,113 
Textiles, Apparel & Luxury Goods - 1.0%   
adidas AG 752 80,147 
Burberry Group PLC 2,244 41,228 
Christian Dior SA 242 42,740 
Compagnie Financiere Richemont SA Series A 1,963 124,652 
Global Brands Group Holding Ltd. (a) 20,000 2,366 
Hermes International SCA 80 27,370 
LVMH Moet Hennessy - Louis Vuitton SA 1,123 186,572 
Pandora A/S 512 64,888 
  569,963 
TOTAL CONSUMER DISCRETIONARY  5,857,119 
CONSUMER STAPLES - 13.8%   
Beverages - 2.0%   
Anheuser-Busch InBev SA NV 1,170 130,896 
Asahi Group Holdings 1,300 38,203 
Diageo PLC 13,846 358,258 
Embotelladoras Arca S.A.B. de CV 3,313 20,209 
Fomento Economico Mexicano S.A.B. de CV sponsored ADR 214 20,028 
Heineken NV (Bearer) 3,036 244,929 
ITO EN Ltd. 3,200 90,829 
Pernod Ricard SA 2,660 283,899 
  1,187,251 
Food & Staples Retailing - 0.7%   
Alimentation Couche-Tard, Inc. Class B (sub. vtg.) 981 44,388 
Distribuidora Internacional de Alimentacion SA 3,534 17,854 
Jeronimo Martins SGPS SA 2,067 29,288 
Magnit OJSC (a) 174 24,602 
PriceSmart, Inc. 402 31,059 
Seven & i Holdings Co. Ltd. 1,600 63,794 
Sundrug Co. Ltd. 1,500 99,131 
Tsuruha Holdings, Inc. 300 25,371 
Woolworths Ltd. 2,265 37,021 
  372,508 
Food Products - 4.1%   
Aryzta AG 3,089 147,752 
Danone SA 12,340 858,222 
Greencore Group PLC 2,413 12,776 
M. Dias Branco SA 307 4,850 
Nestle SA 18,376 1,285,059 
Toyo Suisan Kaisha Ltd. 3,000 107,482 
Viscofan Envolturas Celulosicas SA 221 13,225 
  2,429,366 
Household Products - 2.3%   
Colgate-Palmolive Co. 7,049 462,696 
Reckitt Benckiser Group PLC 8,765 798,402 
Svenska Cellulosa AB (SCA) (B Shares) 2,936 88,027 
  1,349,125 
Personal Products - 2.0%   
AMOREPACIFIC Corp. 50 14,826 
Kao Corp. 8,000 403,619 
Kobayashi Pharmaceutical Co. Ltd. 1,400 119,650 
Kose Corp. 500 42,987 
L'Oreal SA 1,204 202,645 
Pola Orbis Holdings, Inc. 300 22,054 
Unilever NV (Certificaten Van Aandelen) (Bearer) 3,333 143,745 
Unilever PLC 5,402 230,787 
  1,180,313 
Tobacco - 2.7%   
British American Tobacco PLC (United Kingdom) 11,280 613,680 
Imperial Tobacco Group PLC 2,704 140,099 
Japan Tobacco, Inc. 18,200 723,721 
KT&G Corp. 1,357 116,606 
  1,594,106 
TOTAL CONSUMER STAPLES  8,112,669 
ENERGY - 4.0%   
Energy Equipment & Services - 0.3%   
Amec Foster Wheeler PLC 4,378 23,247 
Core Laboratories NV 350 36,729 
Technip SA 1,670 82,738 
Tecnicas Reunidas SA 1,400 38,136 
  180,850 
Oil, Gas & Consumable Fuels - 3.7%   
BP PLC 45,022 218,501 
Cairn Energy PLC (a) 24,070 54,910 
CNOOC Ltd. 179,000 186,463 
Enbridge, Inc. 3,642 128,641 
Eni SpA 7,016 98,120 
Galp Energia SGPS SA Class B 6,104 67,133 
Imperial Oil Ltd. 2,190 69,908 
INPEX Corp. 12,900 93,001 
Lundin Petroleum AB (a) 3,029 47,371 
Oil Search Ltd. ADR 18,569 88,534 
Royal Dutch Shell PLC:   
Class A (Netherlands) 5,594 127,622 
Class A (United Kingdom) 8,416 191,719 
Class B (United Kingdom) 4,387 99,609 
Statoil ASA 3,359 48,898 
Suncor Energy, Inc. 2,400 58,678 
Total SA 12,812 574,240 
  2,153,348 
TOTAL ENERGY  2,334,198 
FINANCIALS - 18.7%   
Banks - 9.3%   
ABN AMRO Group NV GDR (a) 5,118 101,553 
Australia & New Zealand Banking Group Ltd. 6,332 101,016 
Banco Bilbao Vizcaya Argentaria SA 5,922 37,438 
Banco Popolare Societa Cooperativa 2,498 20,585 
Bank of Ireland (a) 234,641 66,801 
Bankinter SA 10,005 66,381 
Barclays PLC 152,213 361,615 
BNP Paribas SA 6,567 307,188 
BOC Hong Kong (Holdings) Ltd. 17,500 45,448 
CaixaBank SA 39,412 112,454 
Chiba Bank Ltd. 7,000 32,827 
Credicorp Ltd. (United States) 307 35,993 
Danske Bank A/S 2,863 78,330 
DNB ASA 12,497 144,320 
Dubai Islamic Bank Pakistan Ltd. (a) 8,303 14,445 
Erste Group Bank AG 1,345 34,713 
Hang Seng Bank Ltd. 3,300 55,749 
HDFC Bank Ltd. sponsored ADR 2,454 129,620 
HSBC Holdings PLC:   
(Hong Kong) 35,200 222,994 
(United Kingdom) 61,850 393,325 
ING Groep NV (Certificaten Van Aandelen) 20,826 248,274 
Intesa Sanpaolo SpA 108,050 272,920 
Joyo Bank Ltd. 10,000 34,637 
Jyske Bank A/S (Reg.) 861 37,570 
Kasikornbank PCL:   
NVDR 6,500 31,096 
(For. Reg.) 400 1,947 
KBC Groep NV 5,288 281,300 
Lloyds Banking Group PLC 520,623 522,458 
Mitsubishi UFJ Financial Group, Inc. 59,200 255,466 
Nordea Bank AB 11,315 113,192 
North Pacific Bank Ltd. 10,100 25,023 
PT Bank Central Asia Tbk 44,000 44,339 
Seven Bank Ltd. 10,800 46,213 
Shinsei Bank Ltd. 18,000 21,375 
Societe Generale Series A 2,223 78,074 
Sumitomo Mitsui Financial Group, Inc. 13,400 376,006 
Svenska Handelsbanken AB (A Shares) 10,814 138,288 
Swedbank AB (A Shares) 4,940 99,787 
Sydbank A/S 1,142 31,111 
The Hachijuni Bank Ltd. 7,000 32,106 
The Toronto-Dominion Bank 2,300 89,127 
Unione di Banche Italiane ScpA 4,040 15,628 
United Overseas Bank Ltd. 5,500 66,952 
Westpac Banking Corp. 10,907 223,078 
  5,448,762 
Capital Markets - 2.0%   
Azimut Holding SpA 1,200 23,197 
Banca Generali SpA 1,193 30,511 
CI Financial Corp. 1,290 28,575 
Credit Suisse Group AG 2,586 34,612 
Daiwa Securities Group, Inc. 9,000 53,125 
Julius Baer Group Ltd. 3,841 153,255 
Macquarie Group Ltd. 2,836 130,075 
Partners Group Holding AG 359 130,423 
Schroders PLC 700 25,488 
UBS Group AG 36,030 553,531 
  1,162,792 
Consumer Finance - 0.2%   
AEON Financial Service Co. Ltd. 2,700 60,332 
Hitachi Capital Corp. 600 12,873 
Provident Financial PLC 1,308 59,149 
  132,354 
Diversified Financial Services - 0.7%   
Cerved Information Solutions SpA 2,661 21,002 
Challenger Ltd. 5,837 31,330 
Deutsche Boerse AG 431 35,436 
Element Financial Corp. 4,294 45,479 
IG Group Holdings PLC 7,027 74,430 
London Stock Exchange Group PLC 872 32,503 
ORIX Corp. 14,600 191,127 
  431,307 
Insurance - 4.2%   
Admiral Group PLC 700 16,875 
AIA Group Ltd. 62,200 317,475 
AMP Ltd. 10,841 41,165 
Aviva PLC 49,490 300,285 
AXA SA 8,208 180,465 
BB Seguridade Participacoes SA 3,600 21,624 
Direct Line Insurance Group PLC 5,034 27,228 
Euler Hermes SA 432 35,857 
Fairfax Financial Holdings Ltd. (sub. vtg.) 568 300,284 
Gjensidige Forsikring ASA 1,339 21,049 
Hiscox Ltd. 10,488 142,036 
Insurance Australia Group Ltd. 4,091 15,096 
Intact Financial Corp. 420 26,153 
Jardine Lloyd Thompson Group PLC 4,149 45,996 
Ping An Insurance (Group) Co. of China Ltd. (H Shares) 10,500 44,413 
Prudential PLC 6,680 116,327 
Sampo Oyj (A Shares) 3,384 152,700 
Sony Financial Holdings, Inc. 9,200 128,260 
St. James's Place Capital PLC 66 788 
Zurich Insurance Group AG 2,533 536,517 
  2,470,593 
Real Estate Investment Trusts - 0.4%   
British Land Co. PLC 4,720 43,293 
Derwent London PLC 455 19,208 
Nippon Prologis REIT, Inc. 10,608 
Unibail-Rodamco 208 51,986 
Westfield Corp. unit 19,660 140,323 
  265,418 
Real Estate Management & Development - 1.9%   
AEON MALL Co. Ltd. 990 14,033 
Brookfield Asset Management, Inc. 1,615 49,516 
Brookfield Asset Management, Inc. Class A 806 24,740 
CapitaLand Ltd. 7,000 14,836 
Cheung Kong Property Holdings Ltd. 4,920 25,175 
China Overseas Land and Investment Ltd. 8,000 23,759 
China Resources Land Ltd. 10,000 23,862 
Daito Trust Construction Co. Ltd. 200 27,088 
Daiwa House Industry Co. Ltd. 2,900 79,363 
Deutsche Wohnen AG (Bearer) 9,099 241,272 
Hongkong Land Holdings Ltd. 3,300 19,371 
Hysan Development Co. Ltd. 4,000 15,839 
LEG Immobilien AG 1,540 126,769 
Lendlease Group unit 1,596 14,843 
Leopalace21 Corp. (a) 5,800 33,652 
Mitsui Fudosan Co. Ltd. 1,000 23,237 
Sino Land Ltd. 14,000 19,439 
Sumitomo Realty & Development Co. Ltd. 2,000 54,997 
TAG Immobilien AG 3,952 46,904 
Vonovia SE 7,326 228,887 
  1,107,582 
TOTAL FINANCIALS  11,018,808 
HEALTH CARE - 8.9%   
Biotechnology - 0.2%   
Actelion Ltd. 742 103,590 
Health Care Equipment & Supplies - 1.1%   
Ansell Ltd. 1,355 16,635 
Coloplast A/S Series B 461 34,836 
Essilor International SA 295 35,188 
Hoya Corp. 3,400 122,865 
Nihon Kohden Corp. 4,900 119,772 
Olympus Corp. 2,200 80,215 
Straumann Holding AG 50 16,249 
Sysmex Corp. 300 18,504 
Terumo Corp. 6,200 211,817 
  656,081 
Health Care Providers & Services - 0.2%   
Fresenius SE & Co. KGaA 1,408 93,249 
Miraca Holdings, Inc. 600 25,851 
Orpea 183 15,150 
  134,250 
Health Care Technology - 0.0%   
M3, Inc. 1,000 23,804 
Life Sciences Tools & Services - 0.3%   
Eurofins Scientific SA 76 27,126 
Gerresheimer AG 181 12,984 
ICON PLC (a) 667 47,464 
Lonza Group AG 373 56,781 
  144,355 
Pharmaceuticals - 7.1%   
Astellas Pharma, Inc. 7,900 113,664 
Bayer AG 5,577 578,156 
GlaxoSmithKline PLC 16,187 313,705 
Hikma Pharmaceuticals PLC 1,323 34,637 
Novartis AG 11,396 817,750 
Novo Nordisk A/S Series B 3,715 191,266 
Roche Holding AG (participation certificate) 3,578 917,454 
Sanofi SA 4,515 357,761 
Santen Pharmaceutical Co. Ltd. 18,300 280,979 
Sawai Pharmaceutical Co. Ltd. 200 13,820 
Shionogi & Co. Ltd. 1,000 42,878 
Shire PLC 3,593 187,445 
Teva Pharmaceutical Industries Ltd. 500 28,240 
Teva Pharmaceutical Industries Ltd. sponsored ADR 4,367 242,805 
Valeant Pharmaceuticals International, Inc. (Canada) (a) 584 38,427 
  4,158,987 
TOTAL HEALTH CARE  5,221,067 
INDUSTRIALS - 11.8%   
Aerospace & Defense - 0.8%   
BAE Systems PLC 4,235 30,023 
Cobham PLC 36,270 130,447 
Finmeccanica SpA (a) 6,800 70,534 
Rolls-Royce Group PLC 4,910 46,090 
Safran SA 2,204 137,408 
Thales SA 387 30,905 
Zodiac Aerospace 2,135 35,767 
  481,174 
Air Freight & Logistics - 0.8%   
PostNL NV (a) 18,548 72,336 
Yamato Holdings Co. Ltd. 19,300 391,440 
  463,776 
Airlines - 0.7%   
easyJet PLC 3,581 75,062 
International Consolidated Airlines Group SA CDI 13,644 104,257 
Japan Airlines Co. Ltd. 4,400 157,439 
Ryanair Holdings PLC sponsored ADR 580 48,239 
  384,997 
Building Products - 0.6%   
ASSA ABLOY AB (B Shares) 1,999 38,324 
Compagnie de St. Gobain 1,602 62,338 
Daikin Industries Ltd. 2,600 174,292 
Geberit AG (Reg.) 139 50,296 
Kingspan Group PLC (Ireland) 777 19,618 
Toto Ltd. 700 20,139 
  365,007 
Commercial Services & Supplies - 1.3%   
Brambles Ltd. 61,618 549,308 
Edenred SA 1,831 32,228 
Intrum Justitia AB 458 14,053 
Secom Co. Ltd. 2,000 142,603 
  738,192 
Construction & Engineering - 0.5%   
Balfour Beatty PLC (a) 27,117 94,885 
Bouygues SA 811 31,818 
SHIMIZU Corp. 2,000 15,202 
Taisei Corp. 13,000 78,795 
VINCI SA 1,477 102,543 
  323,243 
Electrical Equipment - 1.6%   
Legrand SA 6,128 306,085 
Nidec Corp. 600 40,188 
Schneider Electric SA 9,410 560,887 
Vestas Wind Systems A/S 650 44,052 
  951,212 
Industrial Conglomerates - 0.4%   
Bidvest Group Ltd. 895 20,152 
CK Hutchison Holdings Ltd. 14,076 170,022 
Koninklijke Philips Electronics NV 2,660 67,537 
  257,711 
Machinery - 2.2%   
Alfa Laval AB 4,737 74,691 
Andritz AG 750 36,009 
Atlas Copco AB (A Shares) 2,009 45,274 
Daifuku Co. Ltd. 900 14,211 
GEA Group AG 5,359 237,127 
Glory Ltd. 1,900 64,008 
IMI PLC 9,726 115,133 
Kone Oyj (B Shares) 1,607 71,588 
Kubota Corp. 10,000 128,013 
Makita Corp. 1,300 76,360 
Minebea Ltd. 3,000 22,027 
Mitsubishi Heavy Industries Ltd. 1,000 3,558 
NGK Insulators Ltd. 1,000 17,787 
Nordson Corp. 1,112 79,697 
Sandvik AB 6,234 57,011 
Schindler Holding AG (participation certificate) 1,024 171,778 
Spirax-Sarco Engineering PLC 1,802 78,880 
Tadano Ltd. 2,000 17,122 
Wartsila Corp. 41 1,656 
  1,311,930 
Professional Services - 0.8%   
Capita Group PLC 4,677 65,227 
Intertek Group PLC 2,672 108,670 
Michael Page International PLC 13,608 70,041 
SEEK Ltd. 2,794 30,950 
SGS SA (Reg.) 82 165,725 
Temp Holdings Co., Ltd. 900 11,474 
  452,087 
Road & Rail - 0.7%   
DSV de Sammensluttede Vognmaend A/S 650 26,657 
East Japan Railway Co. 4,200 367,792 
Stagecoach Group PLC 2,073 7,822 
  402,271 
Trading Companies & Distributors - 1.2%   
Brenntag AG 3,240 157,727 
Bunzl PLC 10,567 284,299 
Itochu Corp. 3,500 41,262 
Misumi Group, Inc. 2,500 33,348 
Mitsubishi Corp. 3,600 57,613 
Rexel SA 3,671 45,166 
Wolseley PLC 1,701 87,231 
  706,646 
Transportation Infrastructure - 0.2%   
China Merchants Holdings International Co. Ltd. 30,593 84,762 
Kamigumi Co. Ltd. 2,000 18,732 
  103,494 
TOTAL INDUSTRIALS  6,941,740 
INFORMATION TECHNOLOGY - 9.8%   
Communications Equipment - 0.6%   
Telefonaktiebolaget LM Ericsson (B Shares) 36,329 333,656 
Electronic Equipment & Components - 1.5%   
Alps Electric Co. Ltd. 800 13,128 
China High Precision Automation Group Ltd. (a) 15,000 
Delta Electronics, Inc. 5,367 21,716 
Halma PLC 11,729 144,884 
Hirose Electric Co. Ltd. 1,155 130,299 
Hitachi Ltd. 62,000 262,270 
Keyence Corp. 200 103,369 
Murata Manufacturing Co. Ltd. 1,100 131,998 
Spectris PLC 3,137 78,898 
  886,562 
Internet Software & Services - 0.6%   
Alibaba Group Holding Ltd. sponsored ADR (a) 1,426 98,123 
Baidu.com, Inc. sponsored ADR (a) 268 46,477 
JUST EAT Ltd. (a) 3,191 17,130 
NetEase, Inc. sponsored ADR 353 47,517 
Rocket Internet AG (a) 905 20,576 
Tencent Holdings Ltd. 3,600 65,871 
United Internet AG 964 47,306 
Yandex NV (a) 841 10,866 
  353,866 
IT Services - 2.1%   
Amadeus IT Holding SA Class A 10,383 419,784 
Capgemini SA 772 64,414 
Cognizant Technology Solutions Corp. Class A (a) 2,343 133,504 
Computershare Ltd. 7,996 51,935 
IT Holdings Corp. 600 13,788 
Luxoft Holding, Inc. (a) 205 10,406 
MasterCard, Inc. Class A 887 77,098 
Nomura Research Institute Ltd. 8,950 305,442 
OBIC Co. Ltd. 2,200 109,313 
SCSK Corp. 1,500 57,569 
  1,243,253 
Semiconductors & Semiconductor Equipment - 2.6%   
Analog Devices, Inc. 5,643 299,023 
ARM Holdings PLC 2,752 37,817 
ASM International NV (Netherlands) 1,048 44,406 
Chipbond Technology Corp. 9,000 14,079 
Disco Corp. 200 18,425 
Infineon Technologies AG 11,984 145,455 
NVIDIA Corp. 5,712 179,128 
NXP Semiconductors NV (a) 977 69,601 
SK Hynix, Inc. 928 22,463 
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR 23,964 564,352 
Texas Instruments, Inc. 2,509 133,027 
  1,527,776 
Software - 1.7%   
Cadence Design Systems, Inc. (a) 7,664 165,159 
Check Point Software Technologies Ltd. (a) 1,299 107,908 
Constellation Software, Inc. 42 17,524 
Dassault Systemes SA 1,947 148,030 
Micro Focus International PLC 1,155 23,712 
Nintendo Co. Ltd. 300 41,992 
Sage Group PLC 4,641 38,531 
SAP AG 4,437 334,564 
Square Enix Holdings Co. Ltd. 1,100 25,891 
Synopsys, Inc. (a) 757 33,876 
Trend Micro, Inc. 1,600 58,227 
  995,414 
Technology Hardware, Storage & Peripherals - 0.7%   
Catcher Technology Co. Ltd. 3,000 23,465 
Fujifilm Holdings Corp. 600 22,488 
Logitech International SA (Reg.) 839 13,024 
NEC Corp. 10,000 25,324 
Neopost SA 1,491 31,823 
Samsung Electronics Co. Ltd. 301 286,090 
  402,214 
TOTAL INFORMATION TECHNOLOGY  5,742,741 
MATERIALS - 5.5%   
Chemicals - 4.5%   
Akzo Nobel NV 8,066 473,602 
Clariant AG (Reg.) 12,051 201,795 
Croda International PLC 4,238 175,308 
Daicel Chemical Industries Ltd. 4,000 51,040 
Evonik Industries AG 590 17,856 
Givaudan SA 150 281,673 
HEXPOL AB (B Shares) 1,500 15,137 
Incitec Pivot Ltd. 16,313 33,882 
JSR Corp. 1,800 25,233 
LG Chemical Ltd. 120 29,046 
Linde AG 2,432 339,966 
Mitsui Chemicals, Inc. 9,000 29,406 
Nippon Paint Holdings Co. Ltd. 5,900 118,101 
Nissan Chemical Industries Co. Ltd. 700 15,787 
Novozymes A/S Series B 658 28,309 
Orica Ltd. 12,321 125,316 
Shin-Etsu Chemical Co. Ltd. 1,300 65,275 
Sumitomo Chemical Co. Ltd. 7,000 30,652 
Symrise AG 4,581 294,721 
Syngenta AG (Switzerland) 579 231,878 
Yara International ASA 1,187 46,184 
  2,630,167 
Construction Materials - 0.2%   
CRH PLC 880 22,572 
James Hardie Industries PLC CDI 6,569 83,973 
  106,545 
Containers & Packaging - 0.0%   
Billerud AB 781 12,351 
Metals & Mining - 0.8%   
BHP Billiton PLC 5,850 58,842 
Hitachi Metals Ltd. 2,000 21,280 
Iluka Resources Ltd. 11,074 53,194 
Newcrest Mining Ltd. (a) 2,134 26,791 
Randgold Resources Ltd. 653 59,318 
Rio Tinto Ltd. 959 27,571 
Rio Tinto PLC 7,938 210,364 
  457,360 
Paper & Forest Products - 0.0%   
Mondi PLC 1,126 20,249 
TOTAL MATERIALS  3,226,672 
TELECOMMUNICATION SERVICES - 5.6%   
Diversified Telecommunication Services - 1.7%   
Bezeq The Israel Telecommunication Corp. Ltd. 8,500 19,081 
BT Group PLC 30,124 202,860 
Deutsche Telekom AG 6,780 113,409 
Elisa Corp. (A Shares) 511 18,283 
Hellenic Telecommunications Organization SA 3,772 31,309 
HKT Trust/HKT Ltd. unit 27,140 37,545 
Iliad SA 197 48,465 
Nippon Telegraph & Telephone Corp. 2,100 88,929 
Orange SA 4,400 76,210 
Singapore Telecommunications Ltd. 24,500 64,893 
TDC A/S 20,825 88,684 
Telecom Italia SpA (a) 45,324 44,041 
Telefonica Deutschland Holding AG 5,416 26,336 
Telenor ASA 2,271 33,904 
TeliaSonera AB 6,043 27,749 
Telstra Corp. Ltd. 23,219 86,795 
  1,008,493 
Wireless Telecommunication Services - 3.9%   
China Mobile Ltd. 22,768 242,923 
KDDI Corp. 41,500 1,060,242 
Mobile TeleSystems OJSC (a) 4,982 15,397 
Philippine Long Distance Telephone Co. 510 19,598 
SK Telecom Co. Ltd. 1,213 228,176 
SoftBank Corp. 3,400 167,079 
Vodafone Group PLC 187,429 568,453 
  2,301,868 
TOTAL TELECOMMUNICATION SERVICES  3,310,361 
UTILITIES - 2.2%   
Electric Utilities - 1.0%   
Enel SpA 25,693 102,680 
Iberdrola SA 11,229 72,340 
Kansai Electric Power Co., Inc. (a) 4,200 46,147 
Red Electrica Corporacion SA 400 31,830 
Scottish & Southern Energy PLC 15,887 304,297 
  557,294 
Gas Utilities - 0.3%   
APA Group unit 11,599 72,191 
China Resource Gas Group Ltd. 28,000 73,077 
ENN Energy Holdings Ltd. 4,000 18,282 
Rubis 182 13,501 
  177,051 
Multi-Utilities - 0.9%   
Centrica PLC 10,590 30,453 
E.ON AG 9,510 85,925 
Engie 20,313 315,663 
Suez Environnement SA 3,092 53,633 
Veolia Environnement SA 3,015 68,087 
  553,761 
TOTAL UTILITIES  1,288,106 
TOTAL COMMON STOCKS   
(Cost $50,449,113)  53,053,481 
Nonconvertible Preferred Stocks - 1.3%   
CONSUMER DISCRETIONARY - 0.6%   
Automobiles - 0.6%   
Volkswagen AG 3,048 357,108 
CONSUMER STAPLES - 0.7%   
Beverages - 0.2%   
Ambev SA sponsored ADR 25,400 110,236 
Household Products - 0.5%   
Henkel AG & Co. KGaA 2,974 300,362 
TOTAL CONSUMER STAPLES  410,598 
MATERIALS - 0.0%   
Metals & Mining - 0.0%   
Gerdau SA sponsored ADR 10,223 8,996 
TOTAL NONCONVERTIBLE PREFERRED STOCKS   
(Cost $952,804)  776,702 
Equity Funds - 1.4%   
Europe Stock Funds - 1.4%   
WisdomTree Europe Hedged Equity ETF   
(Cost $1,001,411) 16,800 839,664 
 Principal Amount  
U.S. Treasury Obligations - 0.2%   
U.S. Treasury Bills, yield at date of purchase 0.31% 4/28/16 to 5/26/16(b)   
(Cost $139,928) $140,000 139,935 
  Shares  
Money Market Funds - 6.3%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (c)   
(Cost $3,668,441) 3,668,441 3,668,441 
TOTAL INVESTMENT PORTFOLIO - 99.4%   
(Cost $56,211,697)  58,478,223 
NET OTHER ASSETS (LIABILITIES) - 0.6%  329,173 
NET ASSETS - 100%  $58,807,396 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/(Depreciation) 
Purchased    
Equity Index Contracts    
8 CME NIKKEI 225 Index Contracts (Japan) March 2016 640,200 $(150,982) 
24 ICE E-mini MSCI EAFE Index Contracts (United States) March 2016 1,854,000 (136,291) 
TOTAL FUTURES CONTRACTS   $(287,273) 

The face value of futures purchased as a percentage of Net Assets is 4.2%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Non-income producing

 (b) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $139,935.

 (c) The rate quoted is the annualized seven-day yield of the fund at period end.


Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $6,214,227 $2,703,178 $3,511,049 $-- 
Consumer Staples 8,523,267 2,666,735 5,856,532 -- 
Energy 2,334,198 613,287 1,720,911 -- 
Financials 11,018,808 5,204,089 5,814,719 -- 
Health Care 5,221,067 1,586,275 3,634,792 -- 
Industrials 6,941,740 4,172,969 2,768,771 -- 
Information Technology 5,742,741 3,505,855 2,236,886 -- 
Materials 3,235,668 2,005,891 1,229,777 -- 
Telecommunication Services 3,310,361 269,703 3,040,658 -- 
Utilities 1,288,106 578,177 709,929 -- 
Equity Funds 839,664 839,664 -- -- 
Other Short-Term Investments 139,935 -- 139,935 -- 
Money Market Funds 3,668,441 3,668,441 -- -- 
Total Investments in Securities: $58,478,223 $27,814,264 $30,663,959 $-- 
Derivative Instruments:     
Liabilities     
Futures Contracts $(287,273) $(287,273) $-- $-- 
Total Liabilities $(287,273) $(287,273) $-- $-- 
Total Derivative Instruments: $(287,273) $(287,273) $-- $-- 

The following is a summary of transfers between Level 1 and Level 2 for the period ended February 29, 2016. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers Total 
Level 1 to Level 2 $15,518,826 
Level 2 to Level 1 $2,160,926 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $0 $(287,273) 
Total Equity Risk (287,273) 
Total Value of Derivatives $0 $(287,273) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


Other Information

Distribution of investments by country or territory of incorporation, as a percentage of Total Net Assets, is as follows (Unaudited):

Japan 18.0% 
United Kingdom 17.4% 
United States of America 11.5% 
Switzerland 10.2% 
France 9.9% 
Germany 7.5% 
Netherlands 3.6% 
Australia 3.1% 
Hong Kong 1.9% 
Sweden 1.8% 
Spain 1.8% 
Canada 1.8% 
Italy 1.2% 
Korea (South) 1.2% 
Denmark 1.2% 
Cayman Islands 1.1% 
Taiwan 1.0% 
Others (Individually Less Than 1%) 5.8% 
 100.0% 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $56,211,697) 
 $58,478,223 
Foreign currency held at value (cost $137,858)  136,594 
Receivable for investments sold  257,862 
Receivable for fund shares sold  5,534 
Dividends receivable  181,650 
Interest receivable  309 
Prepaid expenses  32 
Other receivables  167 
Total assets  59,060,371 
Liabilities   
Payable for investments purchased $134,226  
Accrued management fee 31,870  
Distribution and service plan fees payable 19  
Payable for daily variation margin for derivative instruments 25,320  
Audit fee payable 38,763  
Custody fee payable 15,249  
Other affiliated payables 6,832  
Other payables and accrued expenses 696  
Total liabilities  252,975 
Net Assets  $58,807,396 
Net Assets consist of:   
Paid in capital  $57,989,507 
Distributions in excess of net investment income  (6,811) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (1,144,226) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  1,968,926 
Net Assets  $58,807,396 
International Multi-Manager:   
Net Asset Value, offering price and redemption price per share ($55,756,348 ÷ 5,406,265 shares)  $10.31 
Class F:   
Net Asset Value, offering price and redemption price per share ($2,868,117 ÷ 277,865 shares)  $10.32 
Class L:   
Net Asset Value, offering price and redemption price per share ($91,729 ÷ 8,904 shares)  $10.30 
Class N:   
Net Asset Value, offering price and redemption price per share ($91,202 ÷ 8,859 shares)  $10.29 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $1,721,923 
Interest  613 
Income before foreign taxes withheld  1,722,536 
Less foreign taxes withheld  (142,612) 
Total income  1,579,924 
Expenses   
Management fee $424,323  
Transfer agent fees 56,772  
Distribution and service plan fees 254  
Accounting fees and expenses 33,594  
Custodian fees and expenses 97,025  
Independent trustees' compensation 730  
Registration fees 40,098  
Audit 60,772  
Legal 487  
Miscellaneous 692  
Total expenses before reductions 714,747  
Expense reductions (9,598) 705,149 
Net investment income (loss)  874,775 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (485,900)  
Foreign currency transactions (14,518)  
Futures contracts (61,805)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 63,792  
Total net realized gain (loss)  (498,431) 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(8,983,737)  
Assets and liabilities in foreign currencies 130  
Futures contracts (389,691)  
Total change in net unrealized appreciation (depreciation)  (9,373,298) 
Net gain (loss)  (9,871,729) 
Net increase (decrease) in net assets resulting from operations  $(8,996,954) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $874,775 $906,412 
Net realized gain (loss) (498,431) 2,148,427 
Change in net unrealized appreciation (depreciation) (9,373,298) (2,152,155) 
Net increase (decrease) in net assets resulting from operations (8,996,954) 902,684 
Distributions to shareholders from net investment income (879,986) (1,434,668) 
Distributions to shareholders from net realized gain (504,100) (2,718,059) 
Total distributions (1,384,086) (4,152,727) 
Share transactions - net increase (decrease) 2,859,241 (758,476) 
Redemption fees 38 14 
Total increase (decrease) in net assets (7,521,761) (4,008,505) 
Net Assets   
Beginning of period 66,329,157 70,337,662 
End of period (including distributions in excess of net investment income of $6,811 and distributions in excess of net investment income of $291, respectively) $58,807,396 $66,329,157 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund

Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $12.15 $12.80 $11.04 $10.00 
Income from Investment Operations     
Net investment income (loss)C .16 .17 .27D .11 
Net realized and unrealized gain (loss) (1.75) (.03) 1.89 1.05 
Total from investment operations (1.59) .14 2.16 1.16 
Distributions from net investment income (.16)E (.27) (.17) (.10) 
Distributions from net realized gain (.09)E (.52) (.23) (.02) 
Total distributions (.25) (.79) (.40) (.12) 
Redemption fees added to paid in capitalC,F – – – – 
Net asset value, end of period $10.31 $12.15 $12.80 $11.04 
Total ReturnG,H (13.34)% 1.25% 19.74% 11.64% 
Ratios to Average Net AssetsI     
Expenses before reductions 1.10% 1.14% 1.20% 1.29%J 
Expenses net of fee waivers, if any 1.10% 1.14% 1.18% 1.18%J 
Expenses net of all reductions 1.09% 1.12% 1.17% 1.16%J 
Net investment income (loss) 1.34% 1.38% 2.29%D 1.26%J 
Supplemental Data     
Net assets, end of period (000 omitted) $55,756 $63,653 $68,582 $56,164 
Portfolio turnover rateK 42% 41% 46% 42%J 

 A For the year ended February 29.

 B For the period May 2, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.09 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.50%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund Class F

Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $12.16 $12.82 $11.05 $10.69 
Income from Investment Operations     
Net investment income (loss)C .17 .18 .29D .01 
Net realized and unrealized gain (loss) (1.75) (.04) 1.88 .35 
Total from investment operations (1.58) .14 2.17 .36 
Distributions from net investment income (.17)E (.29) (.17) – 
Distributions from net realized gain (.09)E (.52) (.23) – 
Total distributions (.26) (.80)F (.40) – 
Redemption fees added to paid in capitalC,G – – – – 
Net asset value, end of period $10.32 $12.16 $12.82 $11.05 
Total ReturnH,I (13.26)% 1.30% 19.85% 3.37% 
Ratios to Average Net AssetsJ     
Expenses before reductions 1.01% 1.05% 1.16% 1.25%K 
Expenses net of fee waivers, if any 1.01% 1.05% 1.09% 1.09%K 
Expenses net of all reductions 1.00% 1.03% 1.08% 1.07%K 
Net investment income (loss) 1.43% 1.48% 2.38%D .44%K 
Supplemental Data     
Net assets, end of period (000 omitted) $2,868 $2,465 $1,547 $267 
Portfolio turnover rateL 42% 41% 46% 42%K 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.10 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.59%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Total distributions of $.80 per share is comprised of distributions from net investment income of $.286 and distributions from net realized gain of $.517 per share.

 G Amount represents less than $.005 per share.

 H Total returns for periods of less than one year are not annualized.

 I Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 K Annualized

 L Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund Class L

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $12.14 $12.80 $12.62 
Income from Investment Operations    
Net investment income (loss)C .16 .17 .11D 
Net realized and unrealized gain (loss) (1.75) (.04) .45 
Total from investment operations (1.59) .13 .56 
Distributions from net investment income (.16)E (.28) (.17) 
Distributions from net realized gain (.09)E (.52) (.21) 
Total distributions (.25) (.79)F (.38) 
Redemption fees added to paid in capitalC,G – – – 
Net asset value, end of period $10.30 $12.14 $12.80 
Total ReturnH,I (13.35)% 1.21% 4.57% 
Ratios to Average Net AssetsJ    
Expenses before reductions 1.11% 1.15% 1.33%K 
Expenses net of fee waivers, if any 1.10% 1.15% 1.18%K 
Expenses net of all reductions 1.09% 1.13% 1.17%K 
Net investment income (loss) 1.34% 1.38% 2.88%D,K 
Supplemental Data    
Net assets, end of period (000 omitted) $92 $106 $105 
Portfolio turnover rateL 42% 41% 46% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.09%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Total distributions of $.79 per share is comprised of distributions from net investment income of $.275 and distributions from net realized gain of $.517 per share.

 G Amount represents less than $.005 per share.

 H Total returns for periods of less than one year are not annualized.

 I Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 K Annualized

 L Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund Class N

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $12.13 $12.79 $12.62 
Income from Investment Operations    
Net investment income (loss)C .13 .14 .10D 
Net realized and unrealized gain (loss) (1.75) (.04) .45 
Total from investment operations (1.62) .10 .55 
Distributions from net investment income (.13)E (.24) (.17) 
Distributions from net realized gain (.09)E (.52) (.21) 
Total distributions (.22) (.76) (.38) 
Redemption fees added to paid in capitalC,F – – – 
Net asset value, end of period $10.29 $12.13 $12.79 
Total ReturnG,H (13.55)% .95% 4.45% 
Ratios to Average Net AssetsI    
Expenses before reductions 1.35% 1.40% 1.59%J 
Expenses net of fee waivers, if any 1.35% 1.40% 1.43%J 
Expenses net of all reductions 1.34% 1.38% 1.42%J 
Net investment income (loss) 1.09% 1.13% 2.63%D,J 
Supplemental Data    
Net assets, end of period (000 omitted) $91 $105 $104 
Portfolio turnover rateK 42% 41% 46% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.84%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers International Multi-Manager Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund offers International Multi-Manager, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers, Inc. (Strategic Advisers) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016, including information on transfers between Levels 1 and 2 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the underlying funds, futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $7,563,605 
Gross unrealized depreciation (5,728,950) 
Net unrealized appreciation (depreciation) on securities $1,834,655 
Tax Cost $56,643,568 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(999,620) 
Net unrealized appreciation (depreciation) on securities and other investments $1,824,706 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(999,620) 

The Fund intends to elect to defer to its next fiscal year $6,700 of currency losses recognized during the period November 1, 2015 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $879,986 $ 1,729,849 
Long-term Capital Gains 504,100 2,422,878 
Total $1,384,086 $ 4,152,727 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days may have been subject to a redemption fee equal to 1.00% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $(61,805) and a change in net unrealized appreciation (depreciation) of $(389,691) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities and U.S. government securities, aggregated $26,109,458 and $24,169,912, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.05% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .65% of the Fund's average net assets.

Sub-Advisers. Causeway Capital Management, LLC, Massachusetts Financial Services Company (MFS), FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, and William Blair & Company, LLC each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

Arrowstreet Capital, Limited Partnership and Thompson, Siegel & Walmsley LLC have been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, these sub-advisers have not been allocated any portion of the Fund's assets. These sub-advisers in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $254 $254 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
International Multi-Manager $56,584 .09 
Class L 94 .09 
Class N 94 .09 
 $56,772  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $11 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $94 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $8,260 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of class-level operating expenses as follows:

 Amount 
International Multi-Manager $1,334 
Class L 
Class N 
 $1,338 

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended February 29, 2016 Year ended February 28, 2015 
From net investment income   
International Multi-Manager $836,654 $1,385,396 
Class F 40,798 44,987 
Class L 1,378 2,272 
Class N 1,156 2,013 
Total $879,986 $1,434,668 
From net realized gain   
International Multi-Manager $483,052 $2,624,206 
Class F 19,445 85,289 
Class L 803 4,283 
Class N 800 4,281 
Total $504,100 $2,718,059 

9. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Year ended February 29, 2016 Year ended February 28, 2015 Year ended February 29, 2016 Year ended February 28, 2015 
International Multi-Manager     
Shares sold 137,354 145,819 $1,616,006 $1,782,542 
Reinvestment of distributions 112,265 335,000 1,319,706 4,009,602 
Shares redeemed (82,967) (597,389) (940,831) (7,566,740) 
Net increase (decrease) 166,652 (116,570) $1,994,881 $(1,774,596) 
Class F     
Shares sold 120,262 89,216 $1,384,025 $1,094,055 
Reinvestment of distributions 5,139 10,927 60,243 130,276 
Shares redeemed (50,276) (18,073) (584,045) (221,060) 
Net increase (decrease) 75,125 82,070 $860,223 $1,003,271 
Class L     
Reinvestment of distributions 186 549 2,181 6,555 
Net increase (decrease) 186 549 $2,181 $6,555 
Class N     
Reinvestment of distributions 166 526 1,956 6,294 
Net increase (decrease) 166 526 $1,956 $6,294 

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 93% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers International Multi-Manager Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers International Multi-Manager Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers International Multi-Manager Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts).

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
International Multi-Manager 1.11%    
Actual  $1,000.00 $914.70 $5.28 
Hypothetical-C  $1,000.00 $1,019.34 $5.57 
Class F 1.01%    
Actual  $1,000.00 $914.70 $4.81 
Hypothetical-C  $1,000.00 $1,019.84 $5.07 
Class L 1.11%    
Actual  $1,000.00 $914.70 $5.28 
Hypothetical-C  $1,000.00 $1,019.34 $5.57 
Class N 1.36%    
Actual  $1,000.00 $913.40 $6.47 
Hypothetical-C  $1,000.00 $1,018.10 $6.82 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

International Multi-Manager designates 2% of the dividends distributed in December 2015, during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

International Multi-Manager designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 Pay Date Income Taxes 
International Multi-Manager 12/7/15 $0.1743 $0.0233 

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers International Multi-Manager Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Causeway Capital Management LLC (Causeway), Massachusetts Financial Services Company (MFS), Pyramis Global Advisors, LLC (Pyramis), Thompson, Siegel & Walmsley, LLC (Thompson, Siegel & Walmsley), and William Blair Investment Management LLC (William Blair) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, Causeway, MFS, Pyramis, Thompson, Siegel & Walmsley, and William Blair(collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers International Multi-Manager Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class F was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class F had out-performed 65% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of Class F was higher than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted that the fund's maximum aggregate annual management fee rate may not exceed 1.05% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 1.18%, 1.18%, and 1.43%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.09% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers International Multi-Manager Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each of the retail class, Class L, and Class N were above, and the total expenses of Class F were below, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for retail class and Class L ranked below median when compared to a universe of no-load funds. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest.In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

STG-ANN-0416
1.938043.103


Strategic Advisers® Core Income Multi-Manager Fund



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Strategic Advisers® Core Income Multi-Manager Fund (0.04)% 2.31% 

 A From June 19, 2012


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Core Income Multi-Manager Fund, a class of the fund, on June 19, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the Barclays® U.S. Aggregate Bond Index performed over the same period.


Period Ending Values

$10,881Strategic Advisers® Core Income Multi-Manager Fund

$10,856Barclays® U.S. Aggregate Bond Index

Management's Discussion of Fund Performance

Market Recap:  U.S. taxable investment-grade bonds posted a modest return for the year ending February 29, 2016, amid an environment in which investors largely avoided riskier debt. The Barclays® U.S. Aggregate Bond Index returned 1.50%, with coupon (stated interest) payments more than making up for bond-price declines. Bond yields rose early in the period due to increased expectations for higher policy interest rates. The U.S. Federal Reserve, however, took no action to raise rates over the summer amid a dampened global economic outlook. Rate-hike expectations cooled in September, in an environment of decreased bond issuance, weaker economic data emanating from China and falling crude-oil prices. They then rose significantly in late October and November, as the U.S. economy continued to improve, leading to the Fed's mid-December rate hike, its first since 2006. Bond prices rallied late in the period, partly because global investors faced with negative yields in Japan and parts of Europe were attracted to U.S. Treasury investments, which returned about 3% for the period, leading all major sectors. Conversely, investment-grade credit declined for the period, and securitized sectors managed positive returns that lagged on a risk-adjusted basis. Outside the index, U.S. corporate high-yield bonds fell sharply, according to Barclays, fueled by a broad retreat from risk assets.

Comments from Portfolio Manager Gregory Pappas:  For the year, the fund's share classes posted negative returns and lagged the benchmark, the Barclays® U.S. Aggregate Bond Index. Relative to the benchmark, a Core Investment Grade strategy run by sub-adviser FIAM℠ was among the largest detractors, due to an overweighting in energy-related securities. PIMCO Total Return Fund performed well for most of the period, but reversed course in January and February when short-term U.S. Treasury yields fell after having risen earlier on. PIMCO was positioned for rising short-term yields, believing the Fed would raise interest rates several times in 2016, and maintained that strategy. Collectively, Western Asset Core Bond Fund and Western Asset Core Plus Bond Fund detracted due to concentrated positions in BBB-rated corporate bonds, which lagged higher-quality corporates. On the plus side, we had a few small contributors, including DoubleLine Total Return Bond Fund and JPMorgan Core Bond Select, both of which were helped by holdings of agency and non-agency mortgage-backed securities. I sold our positions in these funds during the period as part of a restructuring which reduced the number of managers in the portfolio to four. I also liquidated our position in Prudential Short-Term Corporate Bond Fund.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
Western Asset Core Bond Fund Class I 31.0 6.2 
Metropolitan West Total Return Bond Fund Class I 24.0 12.2 
PIMCO Total Return Fund Institutional Class 21.1 20.6 
U.S. Treasury Obligations 5.3 5.2 
Fannie Mae 2.4 2.1 
Ginnie Mae 1.4 1.3 
Freddie Mac 1.0 1.0 
Verizon Communications, Inc. 0.8 0.7 
JPMorgan Chase Commercial Mortgage Securities Trust 0.7 0.8 
Goldman Sachs Group, Inc. 0.7 0.8 
 88.4  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Corporate Bonds 10.4% 
   U.S. Government and U.S. Government Agency Obligations 10.1% 
   Asset-Backed Securities 0.1% 
   CMOs and Other Mortgage Related Securities 1.9% 
   Municipal Securities 0.5% 
   Intermediate-Term Bond Funds 76.1% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.9% 


As of August 31, 2015 
   Corporate Bonds 11.6% 
   U.S. Government and U.S. Government Agency Obligations 9.6% 
   CMOs and Other Mortgage Related Securities 1.8% 
   Municipal Securities 0.5% 
   Intermediate-Term Bond Funds 72.6% 
   Intermediate Government Funds 0.9% 
   Short-Term Funds 2.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.6% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Percentages in the above tables are adjusted for the effect of TBA Sale Commitments.

Investments February 29, 2016

Showing Percentage of Net Assets

Nonconvertible Bonds - 10.4%   
 Principal Amount Value 
CONSUMER DISCRETIONARY - 1.6%   
Automobiles - 0.4%   
General Motors Co.:   
3.5% 10/2/18 $20,000 $20,058 
6.6% 4/1/36 5,000 5,139 
6.75% 4/1/46 11,000 11,501 
General Motors Financial Co., Inc.:   
2.625% 7/10/17 20,000 19,917 
3% 9/25/17 31,000 31,027 
3.25% 5/15/18 10,000 9,974 
3.5% 7/10/19 10,000 9,999 
4.25% 5/15/23 10,000 9,751 
4.375% 9/25/21 55,000 55,320 
4.75% 8/15/17 15,000 15,372 
  188,058 
Diversified Consumer Services - 0.0%   
Ingersoll-Rand Global Holding Co. Ltd. 4.25% 6/15/23 9,000 9,543 
Hotels, Restaurants & Leisure - 0.1%   
McDonald's Corp.:   
2.75% 12/9/20 2,000 2,058 
3.7% 1/30/26 5,000 5,219 
4.7% 12/9/35 3,000 3,105 
4.875% 12/9/45 4,000 4,203 
  14,585 
Household Durables - 0.2%   
D.R. Horton, Inc. 4% 2/15/20 100,000 101,750 
Media - 0.8%   
Charter Communications Operating LLC/Charter Communications Operating Capital Corp.:   
4.464% 7/23/22 (a) 13,000 13,204 
4.908% 7/23/25 (a) 16,000 16,377 
Discovery Communications LLC 3.25% 4/1/23 2,000 1,837 
NBCUniversal, Inc. 5.15% 4/30/20 100,000 112,567 
Time Warner Cable, Inc.:   
4% 9/1/21 118,000 120,322 
5.5% 9/1/41 10,000 8,903 
5.875% 11/15/40 13,000 12,096 
6.55% 5/1/37 18,000 18,133 
7.3% 7/1/38 17,000 17,940 
8.25% 4/1/19 17,000 19,437 
Viacom, Inc. 4.25% 9/1/23 22,000 21,500 
  362,316 
Multiline Retail - 0.1%   
Family Tree Escrow LLC 5.25% 3/1/20 (a) 30,000 31,500 
TOTAL CONSUMER DISCRETIONARY  707,752 
CONSUMER STAPLES - 0.4%   
Beverages - 0.3%   
Anheuser-Busch InBev Finance, Inc.:   
2.65% 2/1/21 20,000 20,356 
3.3% 2/1/23 20,000 20,560 
3.65% 2/1/26 20,000 20,628 
4.7% 2/1/36 23,000 24,118 
4.9% 2/1/46 26,000 27,869 
Constellation Brands, Inc. 4.25% 5/1/23 40,000 41,450 
  154,981 
Food & Staples Retailing - 0.0%   
Walgreens Boots Alliance, Inc. 3.3% 11/18/21 7,000 7,047 
Food Products - 0.0%   
ConAgra Foods, Inc. 1.9% 1/25/18 4,000 3,997 
Tobacco - 0.1%   
Altria Group, Inc. 4.75% 5/5/21 20,000 22,141 
Reynolds American, Inc.:   
2.3% 6/12/18 5,000 5,053 
4% 6/12/22 3,000 3,239 
5.7% 8/15/35 3,000 3,387 
6.15% 9/15/43 4,000 4,741 
  38,561 
TOTAL CONSUMER STAPLES  204,586 
ENERGY - 1.2%   
Energy Equipment & Services - 0.2%   
DCP Midstream LLC 4.75% 9/30/21 (a) 100,000 67,863 
Halliburton Co.:   
3.8% 11/15/25 6,000 5,680 
4.85% 11/15/35 5,000 4,370 
5% 11/15/45 7,000 6,204 
  84,117 
Oil, Gas & Consumable Fuels - 1.0%   
Anadarko Petroleum Corp. 6.375% 9/15/17 2,000 2,032 
Chesapeake Energy Corp.:   
5.75% 3/15/23 5,000 1,050 
6.125% 2/15/21 165,000 34,650 
Columbia Pipeline Group, Inc.:   
2.45% 6/1/18 (a) 2,000 1,919 
3.3% 6/1/20 (a) 12,000 11,237 
4.5% 6/1/25 (a) 3,000 2,728 
5.8% 6/1/45 (a) 4,000 3,385 
DCP Midstream Operating LP:   
2.5% 12/1/17 5,000 4,564 
2.7% 4/1/19 4,000 3,281 
3.875% 3/15/23 20,000 14,411 
5.6% 4/1/44 10,000 6,111 
El Paso Corp. 6.5% 9/15/20 20,000 20,203 
Enable Midstream Partners LP:   
2.4% 5/15/19 3,000 2,311 
3.9% 5/15/24 3,000 1,916 
Kinder Morgan, Inc.:   
3.05% 12/1/19 123,000 113,547 
4.3% 6/1/25 20,000 18,088 
MPLX LP 4% 2/15/25 2,000 1,517 
Petrobras Global Finance BV:   
5.625% 5/20/43 10,000 5,810 
7.25% 3/17/44 91,000 59,287 
Petroleos Mexicanos:   
3.5% 7/23/20 (a) 10,000 9,425 
5.5% 2/4/19 (a) 15,000 15,510 
6.375% 2/4/21 (a) 25,000 25,994 
6.5% 6/2/41 15,000 13,107 
Southwestern Energy Co.:   
3.3% 1/23/18 4,000 2,880 
4.05% 1/23/20 8,000 5,160 
4.95% 1/23/25 46,000 26,450 
Spectra Energy Partners, LP 2.95% 9/25/18 2,000 1,969 
The Williams Companies, Inc.:   
3.7% 1/15/23 3,000 2,220 
4.55% 6/24/24 38,000 28,500 
Western Gas Partners LP 5.375% 6/1/21 2,000 1,708 
Williams Partners LP 4.3% 3/4/24 8,000 6,254 
  447,224 
TOTAL ENERGY  531,341 
FINANCIALS - 5.4%   
Banks - 1.5%   
Bank of America Corp.:   
3.3% 1/11/23 39,000 38,980 
3.875% 8/1/25 2,000 2,053 
3.95% 4/21/25 43,000 41,633 
4% 1/22/25 89,000 86,567 
4.1% 7/24/23 5,000 5,207 
4.2% 8/26/24 4,000 4,005 
4.25% 10/22/26 11,000 10,896 
4.45% 3/3/26 10,000 10,000 
Citigroup, Inc.:   
1.85% 11/24/17 21,000 20,932 
4.05% 7/30/22 4,000 4,076 
4.4% 6/10/25 11,000 10,968 
5.3% 5/6/44 21,000 21,045 
5.5% 9/13/25 4,000 4,285 
Citizens Financial Group, Inc. 4.3% 12/3/25 20,000 20,540 
Credit Suisse AG 6% 2/15/18 2,000 2,117 
Credit Suisse New York Branch 1.7% 4/27/18 108,000 106,860 
JPMorgan Chase & Co.:   
2.35% 1/28/19 4,000 4,040 
3.875% 9/10/24 26,000 26,126 
4.125% 12/15/26 31,000 31,450 
4.25% 10/15/20 4,000 4,277 
4.35% 8/15/21 4,000 4,337 
4.625% 5/10/21 4,000 4,370 
4.95% 3/25/20 4,000 4,357 
Regions Financial Corp. 2% 5/15/18 10,000 9,911 
Royal Bank of Canada 4.65% 1/27/26 22,000 22,191 
Royal Bank of Scotland Group PLC:   
5.125% 5/28/24 100,000 95,783 
6% 12/19/23 35,000 35,358 
6.1% 6/10/23 13,000 13,163 
6.125% 12/15/22 29,000 30,441 
  675,968 
Capital Markets - 1.3%   
Affiliated Managers Group, Inc. 4.25% 2/15/24 4,000 4,122 
Goldman Sachs Group, Inc.:   
1.748% 9/15/17 30,000 29,978 
2.625% 1/31/19 24,000 24,183 
2.9% 7/19/18 29,000 29,405 
5.75% 1/24/22 8,000 9,090 
6.75% 10/1/37 190,000 217,204 
Lazard Group LLC 4.25% 11/14/20 8,000 8,209 
Morgan Stanley:   
2.375% 7/23/19 20,000 19,956 
3.7% 10/23/24 18,000 18,237 
3.75% 2/25/23 36,000 36,830 
4.875% 11/1/22 147,000 154,985 
5% 11/24/25 13,000 13,682 
  565,881 
Consumer Finance - 0.1%   
American Express Credit Corp. 1.875% 11/5/18 25,000 25,057 
Discover Financial Services 3.95% 11/6/24 7,000 6,854 
Hyundai Capital America 2.125% 10/2/17 (a) 4,000 4,003 
Synchrony Financial:   
1.875% 8/15/17 3,000 2,967 
3% 8/15/19 4,000 4,006 
3.75% 8/15/21 6,000 6,034 
4.25% 8/15/24 6,000 6,006 
  54,927 
Diversified Financial Services - 0.3%   
IntercontinentalExchange, Inc.:   
2.75% 12/1/20 4,000 4,066 
3.75% 12/1/25 7,000 7,208 
MSCI, Inc. 5.25% 11/15/24 (a) 100,000 105,750 
  117,024 
Insurance - 0.3%   
American International Group, Inc. 3.3% 3/1/21 6,000 6,066 
Hartford Financial Services Group, Inc. 5.125% 4/15/22 2,000 2,215 
Massachusetts Mutual Life Insurance Co. 4.5% 4/15/65 (a) 8,000 7,387 
Pacific LifeCorp 6% 2/10/20(a) 2,000 2,238 
Pricoa Global Funding I 5.375% 5/15/45 (b) 11,000 10,368 
Prudential Financial, Inc. 4.5% 11/16/21 100,000 108,639 
TIAA Asset Management Finance LLC 2.95% 11/1/19 (a) 3,000 3,015 
  139,928 
Real Estate Investment Trusts - 1.6%   
Alexandria Real Estate Equities, Inc. 2.75% 1/15/20 2,000 1,990 
American Campus Communities Operating Partnership LP 3.75% 4/15/23 3,000 3,002 
AvalonBay Communities, Inc. 3.625% 10/1/20 5,000 5,223 
Camden Property Trust:   
2.95% 12/15/22 4,000 3,930 
4.25% 1/15/24 8,000 8,541 
Corporate Office Properties LP 5% 7/1/25 5,000 5,043 
DDR Corp.:   
3.5% 1/15/21 140,000 141,631 
3.625% 2/1/25 5,000 4,756 
4.25% 2/1/26 4,000 3,971 
4.75% 4/15/18 132,000 137,296 
Duke Realty LP:   
3.625% 4/15/23 5,000 4,990 
3.875% 10/15/22 8,000 8,236 
5.95% 2/15/17 10,000 10,382 
Equity One, Inc. 3.75% 11/15/22 20,000 19,998 
ERP Operating LP 4.625% 12/15/21 275,000 303,950 
Government Properties Income Trust 3.75% 8/15/19 10,000 10,255 
Highwoods/Forsyth LP 3.2% 6/15/21 6,000 5,961 
Lexington Corporate Properties Trust 4.4% 6/15/24 4,000 4,045 
Omega Healthcare Investors, Inc.:   
4.5% 1/15/25 3,000 2,968 
4.95% 4/1/24 3,000 3,067 
5.25% 1/15/26 10,000 10,126 
Retail Opportunity Investments Partnership LP:   
4% 12/15/24 2,000 1,937 
5% 12/15/23 2,000 2,073 
Weingarten Realty Investors 3.375% 10/15/22 2,000 1,993 
WP Carey, Inc.:   
4% 2/1/25 13,000 12,287 
4.6% 4/1/24 20,000 20,249 
  737,900 
Real Estate Management & Development - 0.3%   
Brandywine Operating Partnership LP:   
3.95% 2/15/23 10,000 9,935 
4.1% 10/1/24 10,000 9,863 
4.95% 4/15/18 11,000 11,494 
CBRE Group, Inc. 4.875% 3/1/26 20,000 20,168 
Digital Realty Trust LP 3.95% 7/1/22 7,000 7,045 
Essex Portfolio LP 3.875% 5/1/24 7,000 7,216 
Liberty Property LP 3.375% 6/15/23 25,000 24,384 
Mack-Cali Realty LP:   
2.5% 12/15/17 9,000 8,916 
3.15% 5/15/23 12,000 10,395 
Mid-America Apartments LP:   
4% 11/15/25 3,000 3,063 
4.3% 10/15/23 2,000 2,115 
Tanger Properties LP:   
3.75% 12/1/24 7,000 7,123 
3.875% 12/1/23 4,000 4,103 
Ventas Realty LP 4.125% 1/15/26 3,000 3,042 
Ventas Realty LP/Ventas Capital Corp. 4% 4/30/19 3,000 3,133 
  131,995 
TOTAL FINANCIALS  2,423,623 
HEALTH CARE - 0.1%   
Health Care Providers & Services - 0.1%   
Express Scripts Holding Co. 4.75% 11/15/21 2,000 2,142 
WellPoint, Inc. 3.3% 1/15/23 21,000 20,671 
  22,813 
Pharmaceuticals - 0.0%   
Watson Pharmaceuticals, Inc. 1.875% 10/1/17 3,000 3,003 
Zoetis, Inc. 3.25% 2/1/23 4,000 3,846 
  6,849 
TOTAL HEALTH CARE  29,662 
INDUSTRIALS - 0.1%   
Trading Companies & Distributors - 0.1%   
Air Lease Corp.:   
2.125% 1/15/18 5,000 4,881 
3.75% 2/1/22 11,000 10,221 
3.875% 4/1/21 9,000 8,708 
4.25% 9/15/24 9,000 8,348 
  32,158 
INFORMATION TECHNOLOGY - 0.1%   
Software - 0.0%   
Autodesk, Inc. 3.125% 6/15/20 16,000 16,067 
Technology Hardware, Storage & Peripherals - 0.1%   
Hewlett Packard Enterprise Co.:   
3.6% 10/15/20 (a) 10,000 9,973 
4.4% 10/15/22 (a) 10,000 9,772 
4.9% 10/15/25 (a) 10,000 9,487 
  29,232 
TOTAL INFORMATION TECHNOLOGY  45,299 
MATERIALS - 0.4%   
Metals & Mining - 0.4%   
Alcoa, Inc. 5.125% 10/1/24 124,000 112,065 
Anglo American Capital PLC:   
3.625% 5/14/20 (a) 10,000 7,950 
4.875% 5/14/25 (a) 19,000 14,440 
Barrick Gold Corp. 4.1% 5/1/23 53,000 49,486 
  183,941 
TELECOMMUNICATION SERVICES - 0.9%   
Diversified Telecommunication Services - 0.9%   
AT&T, Inc. 5.55% 8/15/41 48,000 47,160 
CenturyLink, Inc.:   
5.15% 6/15/17 2,000 2,050 
6% 4/1/17 2,000 2,064 
6.15% 9/15/19 2,000 2,055 
Verizon Communications, Inc.:   
3.45% 3/15/21 28,000 29,105 
4.5% 9/15/20 103,000 112,015 
5.012% 8/21/54 84,000 78,125 
6.55% 9/15/43 96,000 116,411 
  388,985 
UTILITIES - 0.2%   
Electric Utilities - 0.1%   
Cleveland Electric Illuminating Co. 5.7% 4/1/17 3,000 3,098 
Duke Energy Corp. 2.1% 6/15/18 5,000 5,010 
Entergy Corp. 4% 7/15/22 10,000 10,502 
FirstEnergy Corp.:   
4.25% 3/15/23 30,000 31,317 
7.375% 11/15/31 5,000 6,214 
IPALCO Enterprises, Inc. 3.45% 7/15/20 17,000 16,936 
  73,077 
Multi-Utilities - 0.1%   
Dominion Resources, Inc. 2.9031% 9/30/66 (b) 6,000 4,032 
Puget Energy, Inc.:   
6% 9/1/21 13,000 14,806 
6.5% 12/15/20 4,000 4,667 
Sempra Energy 6% 10/15/39 9,000 9,893 
  33,398 
TOTAL UTILITIES  106,475 
TOTAL NONCONVERTIBLE BONDS   
(Cost $4,911,965)  4,653,822 
U.S. Government and Government Agency Obligations - 5.3%   
U.S. Treasury Inflation-Protected Obligations - 1.4%   
U.S. Treasury Inflation-Indexed Bonds 0.75% 2/15/45 180,797 168,329 
U.S. Treasury Inflation-Indexed Notes 0.375% 7/15/25 440,000 441,910 
TOTAL U.S. TREASURY INFLATION-PROTECTED OBLIGATIONS  610,239 
U.S. Treasury Obligations - 3.9%   
U.S. Treasury Bonds:   
3% 5/15/45 $325,000 $350,911 
3% 11/15/45 50,000 54,037 
U.S. Treasury Notes:   
0.875% 11/30/17 1,140,000 1,141,647 
2% 8/15/25 189,000 193,245 
TOTAL U.S. TREASURY OBLIGATIONS  1,739,840 
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS   
(Cost $2,289,145)  2,350,079 
U.S. Government Agency - Mortgage Securities - 5.0%   
Fannie Mae - 2.6%   
2.5% 1/1/28 84,472 86,937 
3% 9/1/43 175,634 180,409 
3.5% 11/1/30 to 11/1/45 290,600 307,102 
4% 4/1/42 to 8/1/42 240,322 257,368 
4.5% 3/1/41 to 1/1/42 97,982 106,849 
5.5% 5/1/27 to 9/1/41 203,960 228,802 
TOTAL FANNIE MAE  1,167,467 
Freddie Mac - 1.0%   
3% 2/1/43 79,371 81,918 
3.5% 4/1/43 to 8/1/43 166,713 175,324 
4% 2/1/41 76,319 81,675 
4.5% 3/1/41 to 4/1/41 75,935 82,597 
TOTAL FREDDIE MAC  421,514 
Ginnie Mae - 1.4%   
3% 6/20/45 96,428 100,014 
3.5% 12/20/41 to 8/20/43 256,868 271,773 
4% 11/20/40 61,421 65,985 
4.5% 5/20/41 73,603 79,974 
5% 10/15/33 92,904 102,807 
TOTAL GINNIE MAE  620,553 
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES   
(Cost $2,175,919)  2,209,534 
Asset-Backed Securities - 0.1%   
Vericrest Opportunity Loan Trust Series 2014-NPL7 Class A1, 3.375% 8/27/57(a)   
(Cost $28,708) $28,744 $28,310 
Collateralized Mortgage Obligations - 0.2%   
Private Sponsor - 0.2%   
Nationstar HECM Loan Trust sequential payer Series 2015-2A Class A, 2.8826% 11/25/25(a)   
(Cost $88,779) 88,779 88,734 
Commercial Mortgage Securities - 1.7%   
GE Capital Commercial Mortgage Corp. sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49 98,500 100,051 
Greenwich Capital Commercial Funding Corp. sequential payer Series 2007-GG9 Class A4, 5.444% 3/10/39 101,153 103,307 
GS Mortgage Securities Trust sequential payer Series 2006-GG8 Class A1A, 5.547% 11/10/39 6,450 6,521 
JPMorgan Chase Commercial Mortgage Securities Trust sequential payer:   
Series 2006-CB17 Class A4, 5.429% 12/12/43 8,072 8,176 
Series 2007-CB18 Class A4, 5.44% 6/12/47 62,950 64,224 
Series 2007-LD11 Class A4, 5.9599% 6/15/49 (b) 240,000 244,786 
LB Commercial Conduit Mortgage Trust sequential payer Series 2007-C3 Class A4, 5.9% 7/15/44 (b) 9,750 10,090 
Merrill Lynch-CFC Commercial Mortgage Trust sequential payer Series 2006-4 Class A3, 5.172% 12/12/49 (b) 20,301 20,537 
Wachovia Bank Commercial Mortgage Trust sequential payer:   
Series 2007-C30 Class A5, 5.342% 12/15/43 170,000 174,094 
Series 2007-C31 Class A4, 5.509% 4/15/47 10,000 10,192 
Series 2007-C33 Class A4, 6.1491% 2/15/51 (b) 22,527 23,266 
TOTAL COMMERCIAL MORTGAGE SECURITIES   
(Cost $821,712)  765,244 
Municipal Securities - 0.5%   
Chicago Gen. Oblig.:   
(Taxable Proj.) Series 2012 B, 5.432% 1/1/42 $25,000 $20,670 
6.314% 1/1/44 35,000 31,672 
Illinois Gen. Oblig.:   
Series 2003:   
4.35% 6/1/18 5,000 5,126 
4.95% 6/1/23 15,000 15,619 
5.1% 6/1/33 95,000 88,322 
Series 2010 5, 6.2% 7/1/21 5,000 5,447 
Series 2010-1, 6.63% 2/1/35 20,000 21,667 
Series 2010-3:   
6.725% 4/1/35 5,000 5,478 
7.35% 7/1/35 5,000 5,498 
Series 2011, 5.877% 3/1/19 15,000 16,214 
Series 2013:   
1.84% 12/1/16 5,000 5,027 
3.6% 12/1/19 5,000 5,050 
TOTAL MUNICIPAL SECURITIES   
(Cost $237,346)  225,790 
Foreign Government and Government Agency Obligations - 0.0%   
United Mexican States 3.5% 1/21/21
(Cost $10,948) 
$11,000 $11,330 
Bank Notes - 0.0%   
Marshall & Ilsley Bank 5% 1/17/17   
(Cost $1,023) 1,000 1,026 
 Shares Value 
Fixed-Income Funds - 76.1%   
Intermediate-Term Bond Funds - 76.1%   
Metropolitan West Total Return Bond Fund Class I 996,453 $10,721,838 
PIMCO Total Return Fund Institutional Class 934,157 9,397,624 
Western Asset Core Bond Fund Class I 1,131,589 13,850,657 
TOTAL INTERMEDIATE-TERM BOND FUNDS   
(Cost $34,782,511)  33,970,119 
Money Market Funds - 0.7%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (c)   
(Cost $313,507) 313,507 313,507 
TOTAL INVESTMENT PORTFOLIO - 100.0%   
(Cost $45,661,563)  44,617,495 
NET OTHER ASSETS (LIABILITIES) - 0.0%  14,928 
NET ASSETS - 100%  $44,632,423 

TBA Sale Commitments   
 Principal Amount Value 
Fannie Mae   
3.5% 3/1/46   
(Proceeds $104,734) $(100,000) $(104,786) 

Legend

 (a) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $490,201 or 1.1% of net assets.

 (b) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

 (c) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity GNMA Fund $982,171 $1,008 $977,857 $7,508 $-- 
Total $982,171 $1,008 $977,857 $7,508 $-- 

Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Corporate Bonds $4,653,822 $-- $4,653,822 $-- 
U.S. Government and Government Agency Obligations 2,350,079 -- 2,350,079 -- 
U.S. Government Agency - Mortgage Securities 2,209,534 -- 2,209,534 -- 
Asset-Backed Securities 28,310 -- 28,310 -- 
Collateralized Mortgage Obligations 88,734 -- 88,734 -- 
Commercial Mortgage Securities 765,244 -- 765,244 -- 
Municipal Securities 225,790 -- 225,790 -- 
Foreign Government and Government Agency Obligations 11,330 -- 11,330 -- 
Bank Notes 1,026 -- 1,026 -- 
Fixed-Income Funds 33,970,119 33,970,119 -- -- 
Money Market Funds 313,507 313,507 -- -- 
Total Investments in Securities: $44,617,495 $34,283,626 $10,333,869 $-- 
Other Financial Instruments:     
TBA Sale Commitments $(104,786) $-- $(104,786) $-- 
Total Other Financial Instruments: $(104,786) $-- $(104,786) $-- 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $45,661,563) 
 $44,617,495 
Receivable for investments sold  1,009 
Receivable for TBA sale commitments  104,734 
Receivable for fund shares sold  2,786 
Dividends receivable  1,386 
Interest receivable  80,353 
Prepaid expenses  21 
Receivable from investment adviser for expense reductions  3,383 
Other receivables  303 
Total assets  44,811,470 
Liabilities   
Payable for investments purchased $25,967  
TBA sale commitments, at value 104,786  
Payable for fund shares redeemed 933  
Accrued management fee 1,171  
Distribution and service plan fees payable 22  
Audit fees payable 41,336  
Other affiliated payables 1,978  
Other payables and accrued expenses 2,854  
Total liabilities  179,047 
Net Assets  $44,632,423 
Net Assets consist of:   
Paid in capital  $45,775,461 
Distributions in excess of net investment income  (4,532) 
Accumulated undistributed net realized gain (loss) on investments  (94,386) 
Net unrealized appreciation (depreciation) on investments  (1,044,120) 
Net Assets  $44,632,423 
Core Income Multi-Manager:   
Net Asset Value, offering price and redemption price per share ($41,444,951 ÷ 4,252,660 shares)  $9.75 
Class F:   
Net Asset Value, offering price and redemption price per share ($2,974,432 ÷ 305,087 shares)  $9.75 
Class L:   
Net Asset Value, offering price and redemption price per share ($106,825 ÷ 10,959 shares)  $9.75 
Class N:   
Net Asset Value, offering price and redemption price per share ($106,215 ÷ 10,897 shares)  $9.75 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $904,257 
Affiliated issuers  7,508 
Interest  333,256 
Total income  1,245,021 
Expenses   
Management fee $145,597  
Transfer agent fees 5,770  
Distribution and service plan fees 264  
Accounting fees and expenses 18,206  
Custodian fees and expenses 14,115  
Independent trustees' compensation 488  
Registration fees 39,107  
Audit 59,252  
Legal 314  
Miscellaneous 356  
Total expenses before reductions 283,469  
Expense reductions (181,409) 102,060 
Net investment income (loss)  1,142,961 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (284,618)  
Affiliated issuers (17,753)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 386,105  
Affiliated issuers 2,079  
Total net realized gain (loss)  85,813 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(1,276,834)  
Delayed delivery commitments (52)  
Total change in net unrealized appreciation (depreciation)  (1,276,886) 
Net gain (loss)  (1,191,073) 
Net increase (decrease) in net assets resulting from operations  $(48,112) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $1,142,961 $1,194,626 
Net realized gain (loss) 85,813 (28,591) 
Change in net unrealized appreciation (depreciation) (1,276,886) 816,338 
Net increase (decrease) in net assets resulting from operations (48,112) 1,982,373 
Distributions to shareholders from net investment income (1,136,312) (1,200,873) 
Distributions to shareholders from net realized gain (45,386) (12,719) 
Total distributions (1,181,698) (1,213,592) 
Share transactions - net increase (decrease) 2,502,130 (1,479,047) 
Total increase (decrease) in net assets 1,272,320 (710,266) 
Net Assets   
Beginning of period 43,360,103 44,070,369 
End of period (including distributions in excess of net investment income of $4,532 and undistributed net investment income of $7,438, respectively) $44,632,423 $43,360,103 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.02 $9.84 $10.09 $10.00 
Income from Investment Operations     
Net investment income (loss)C .256 .285 .248 .201 
Net realized and unrealized gain (loss) (.262) .184 (.222) .151 
Total from investment operations (.006) .469 .026 .352 
Distributions from net investment income (.254) (.286) (.243) (.197) 
Distributions from net realized gain (.010) (.003) (.033) (.065) 
Total distributions (.264) (.289) (.276) (.262) 
Net asset value, end of period $9.75 $10.02 $9.84 $10.09 
Total ReturnD,E (.04)% 4.83% .29% 3.54% 
Ratios to Average Net AssetsF     
Expenses before reductions .65% .65% .68% .66%G 
Expenses net of fee waivers, if any .23% .23% .23% .23%G 
Expenses net of all reductions .23% .23% .23% .23%G 
Net investment income (loss) 2.61% 2.87% 2.53% 2.84%G 
Supplemental Data     
Net assets, end of period (000 omitted) $41,445 $40,564 $42,471 $41,975 
Portfolio turnover rateH 74% 115% 87% 190%G 

 A For the year ended February 29.

 B For the period June 19, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund Class F

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.03 $9.84 $10.10 $10.19 
Income from Investment Operations     
Net investment income (loss)C .256 .285 .245 .072 
Net realized and unrealized gain (loss) (.269) .194 (.229) (.029) 
Total from investment operations (.013) .479 .016 .043 
Distributions from net investment income (.257) (.286) (.243) (.068) 
Distributions from net realized gain (.010) (.003) (.033) (.065) 
Total distributions (.267) (.289) (.276) (.133) 
Net asset value, end of period $9.75 $10.03 $9.84 $10.10 
Total ReturnD,E (.12)% 4.94% .19% .43% 
Ratios to Average Net AssetsF     
Expenses before reductions .63% .63% .75% .66%G 
Expenses net of fee waivers, if any .23% .23% .23% .23%G 
Expenses net of all reductions .23% .23% .23% .23%G 
Net investment income (loss) 2.61% 2.87% 2.53% 3.62%G 
Supplemental Data     
Net assets, end of period (000 omitted) $2,974 $2,583 $1,396 $272 
Portfolio turnover rateH 74% 115% 87% 190%G 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund Class L

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.03 $9.84 $9.72 
Income from Investment Operations    
Net investment income (loss)C .256 .285 .073 
Net realized and unrealized gain (loss) (.272) .194 .118 
Total from investment operations (.016) .479 .191 
Distributions from net investment income (.254) (.286) (.068) 
Distributions from net realized gain (.010) (.003) (.003) 
Total distributions (.264) (.289) (.071) 
Net asset value, end of period $9.75 $10.03 $9.84 
Total ReturnD,E (.14)% 4.93% 1.97% 
Ratios to Average Net AssetsF    
Expenses before reductions .65% .65% .82%G 
Expenses net of fee waivers, if any .23% .23% .23%G 
Expenses net of all reductions .23% .23% .23%G 
Net investment income (loss) 2.60% 2.87% 2.52%G 
Supplemental Data    
Net assets, end of period (000 omitted) $107 $107 $102 
Portfolio turnover rateH 74% 115% 87% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund Class N

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.03 $9.84 $9.72 
Income from Investment Operations    
Net investment income (loss)C .231 .261 .066 
Net realized and unrealized gain (loss) (.271) .193 .118 
Total from investment operations (.040) .454 .184 
Distributions from net investment income (.230) (.261) (.061) 
Distributions from net realized gain (.010) (.003) (.003) 
Total distributions (.240) (.264) (.064) 
Net asset value, end of period $9.75 $10.03 $9.84 
Total ReturnD,E (.39)% 4.68% 1.90% 
Ratios to Average Net AssetsF    
Expenses before reductions .90% .90% 1.07%G 
Expenses net of fee waivers, if any .48% .48% .48%G 
Expenses net of all reductions .48% .48% .48%G 
Net investment income (loss) 2.35% 2.62% 2.27%G 
Supplemental Data    
Net assets, end of period (000 omitted) $106 $107 $102 
Portfolio turnover rateH 74% 115% 87% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Core Income Multi-Manager Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund offers Core Income Multi-Manager, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers, Inc. (Strategic Advisers) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds, bank notes, foreign government and government agency obligations, municipal securities and U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. Asset backed securities, collateralized mortgage obligations, commercial mortgage securities and U.S. government agency mortgage securities are valued by pricing vendors who utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016 is included at the end of the Fund's Schedule of Investments.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date. Income and capital gain distributions from Underlying Funds, if any, are recorded on the ex-dividend date. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. The principal amount on inflation-indexed securities is periodically adjusted to the rate of inflation and interest is accrued based on the principal amount. The adjustments to principal due to inflation are reflected as increases or decreases to Interest in the accompanying Statement of Operations. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, market discount, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $334,943 
Gross unrealized depreciation (1,395,424) 
Net unrealized appreciation (depreciation) on securities $(1,060,481) 
Tax Cost $45,677,976 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(76,529) 
Net unrealized appreciation (depreciation) on securities and other investments $(1,060,533) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(76,529) 

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $1,181,698 $ 1,213,592 

To-Be-Announced (TBA) Securities and Mortgage Dollar Rolls. During the period, the Fund transacted in TBA securities that involved buying or selling mortgage-backed securities (MBS) on a forward commitment basis. A TBA transaction typically does not designate the actual security to be delivered and only includes an approximate principal amount; however delivered securities must meet specified terms defined by industry guidelines, including issuer, rate and current principal amount outstanding on underlying mortgage pools. The Fund may enter into a TBA transaction with the intent to take possession of or deliver the underlying MBS, or the Fund may elect to extend the settlement by entering into either a mortgage or reverse mortgage dollar roll. Mortgage dollar rolls are transactions where a fund sells TBA securities and simultaneously agrees to repurchase MBS on a later date at a lower price and with the same counterparty. Reverse mortgage dollar rolls involve the purchase and simultaneous agreement to sell TBA securities on a later date at a lower price. Transactions in mortgage dollar rolls and reverse mortgage dollar rolls are accounted for as purchases and sales and may result in an increase to the Fund's portfolio turnover rate.

Purchases and sales of TBA securities involve risks similar to those discussed above for delayed delivery and when-issued securities. Also, if the counterparty in a mortgage dollar roll or a reverse mortgage dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's right to repurchase or sell securities may be limited. Additionally, when a fund sells TBA securities without already owning or having the right to obtain the deliverable securities (an uncovered forward commitment to sell), it incurs a risk of loss because it could have to purchase the securities at a price that is higher than the price at which it sold them. A fund may be unable to purchase the deliverable securities if the corresponding market is illiquid.

TBA securities subject to a forward commitment to sell at period end are included at the end of the Fund's Schedule of Investments under the caption "TBA Sale Commitments." The proceeds and value of these commitments are reflected in the Fund's Statement of Assets and Liabilities as Receivable for TBA sale commitments and TBA sale commitments, at value, respectively.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

3. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities and U.S. government securities, aggregated $23,922,191 and $20,690,225, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed .65% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .33% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

Prudential Investment Management, Inc. (Prudential) has been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, Prudential has not been allocated any portion of the Fund's assets. Prudential in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $264 $264 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
Core Income Multi-Manager $5,742 .01 
Class L 14 .01 
Class N 14 .01 
 $5,770  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $62 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .30% of the Fund's average net assets until April 30, 2017. During the period, this waiver reduced the Fund's management fee by $131,600.

The investment adviser has also contractually agreed to reimburse Core Income Multi-Manager, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example sub-advisory fees and interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Core Income Multi-Manager .20% $46,629 
Class F .20% 2,941 
Class L .20% 121 
Class N .45% 118 

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended February 29, 2016 Year ended February 28, 2015 
From net investment income   
Core Income Multi-Manager $1,051,177 $1,138,079 
Class F 79,916 57,055 
Class L 2,746 3,000 
Class N 2,473 2,739 
Total $1,136,312 $1,200,873 
From net realized gain   
Core Income Multi-Manager $41,928 $11,915 
Class F 3,241 740 
Class L 109 32 
Class N 108 32 
Total $45,386 $12,719 

8. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Year ended February 29, 2016 Year ended February 28, 2015 Year ended February 29, 2016 Year ended February 28, 2015 
Core Income Multi-Manager     
Shares sold 195,744 178,582 $1,919,228 $1,772,447 
Reinvestment of distributions 111,363 115,800 1,093,091 1,149,986 
Shares redeemed (100,878) (563,747) (990,953) (5,557,087) 
Net increase (decrease) 206,229 (269,365) $2,021,366 $(2,634,654) 
Class F     
Shares sold 126,576 133,544 $1,246,918 $1,326,339 
Reinvestment of distributions 8,472 5,812 83,157 57,795 
Shares redeemed (87,452) (23,647) (854,747) (234,330) 
Net increase (decrease) 47,596 115,709 $475,328 $1,149,804 
Class L     
Shares sold – – $– $– 
Reinvestment of distributions 291 305 2,855 3,032 
Shares redeemed – – – – 
Net increase (decrease) 291 305 $2,855 $3,032 
Class N     
Shares sold – – $– $– 
Reinvestment of distributions 263 279 2,581 2,771 
Shares redeemed – – – – 
Net increase (decrease) 263 279 $2,581 $2,771 

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 88% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Core Income Multi-Manager Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Core Income Multi-Manager Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Core Income Multi-Manager Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts).

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Core Income Multi-Manager .23%    
Actual  $1,000.00 $1,008.80 $1.15 
Hypothetical-C  $1,000.00 $1,023.72 $1.16 
Class F .23%    
Actual  $1,000.00 $1,009.00 $1.15 
Hypothetical-C  $1,000.00 $1,023.72 $1.16 
Class L .23%    
Actual  $1,000.00 $1,008.80 $1.15 
Hypothetical-C  $1,000.00 $1,023.72 $1.16 
Class N .48%    
Actual  $1,000.00 $1,007.60 $2.40 
Hypothetical-C  $1,000.00 $1,022.48 $2.41 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

A total of 11.11% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Core Income Multi-Manager Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Prudential Investment Management, Inc. (PIM) and Pyramis Global Advisors, LLC (Pyramis) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, PIM and Pyramis (collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Core Income Multi-Manager Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class F was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class F had out-performed 60% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' 0.30% management fee waiver through April 30, 2016 and considered that the fund's maximum aggregate annual management fee rate may not exceed 0.65% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 0.20%, 0.20%, and 0.45%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any) exceed 0.20% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Core Income Multi-Manager Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each of the retail class, Class L, and Class F were below, and the total expenses of Class N were above, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board took into consideration that Strategic Advisers has agreed to waive 0.30% of its management fee through April 30, 2016 and also took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

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Strategic Advisers® Emerging Markets Fund of Funds

Class L and Class N



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class L (23.87)% (5.66)% 
Class N (24.04)% (5.79)% 

 A From May 2, 2012.


 The initial offering of Class L shares took place on November 12, 2013. Returns prior to November 12, 2013 are those of Strategic Advisers® Emerging Markets Fund of Funds, the original class of the fund. 

 Class N shares bear a 0.25% 12b-1 fee. The initial offering of Class N shares took place on November 12, 2013. Returns prior to November 12, 2013, are those of Strategic Advisers® Emerging Markets Fund of Funds, the original class of the fund, which has no 12b-1 fee. Had Class N's 12b-1 fee been reflected, returns prior to November 12, 2013, would have been lower. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Emerging Markets Fund of Funds - Class L on May 2, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the MSCI Emerging Markets Index performed over the same period.

See previous page for additional information regarding the performance of Class L.


Period Ending Values

$8,000Strategic Advisers® Emerging Markets Fund of Funds - Class L

$8,016MSCI Emerging Markets Index

Management's Discussion of Fund Performance

Market Recap:  International equities suffered a setback for the year ending February 29, 2016, held back by a collapse in commodity prices that affected resources-related sectors and geographies in particular. The non-U.S. developed-markets MSCI EAFE Index returned -15.04% for the 12 months, hurt also by concerns about global economic growth. Stocks in developing markets fell further, with the MSCI Emerging Markets Index returning -23.13%. Commodity producers were pressured for much of the year, largely related to economic deceleration in China, the world's second-largest economy and a leading consumer of raw materials. Effects were exacerbated by U.S. dollar strength relative to global currencies, weighing on commodities priced in dollars and acutely affecting the equity returns of resources-related areas. Among regions within the MSCI EAFE Index, net energy consumer Japan (-10%) fared best; Asia Pacific ex Japan (-19%), worst. At the country level, only Denmark (+5%) and Israel (+3%) managed a gain, with several notching declines of greater than 20%. As for sectors, consumer staples (-2%) and telecommunication services (-6%) lost the least, whereas materials (-29%), financials (-22%) and energy (-21%) lost the most. Among emerging-markets countries, Hungary (+27%) proved the sole gainer. Meanwhile, Greece (-68%), Brazil (-40%), China (-29%) and India (-26%) headed the market's broad-based decline.

Comments from Portfolio Manager Wilfred Chilangwa:  For the year, the fund's share classes modestly trailed the benchmark MSCI Emerging Markets Index. Relative to the benchmark, performance was hampered by an increase in our exposure to China via two exchange-traded funds (ETFs), which was done to keep the fund's underweighting in the country from becoming too large. Acadian Emerging Markets Portfolio also detracted, as this manager's quantitatively driven value style was a headwind during a period when growth strategies generally outperformed. Causeway Emerging Markets Fund, a newly added manager during the period, stumbled with selections across several sectors in Brazil and India. On the plus side, Fidelity® Emerging Markets Fund was the top relative contributor. This manager's focus on what it considers "best of breed" growth stocks yielded solid picks in information technology and industrials, along with a beneficial overweighting in health care. T. Rowe Price Emerging Markets Stock Fund also contributed, led by favorable positioning in technology and consumer staples in China, Taiwan and Mexico. I increased the fund's exposure to all-cap managers by adding Brandes Emerging Markets Value Fund and Causeway Emerging Markets Fund. I eliminated Thornburg Developing World Fund due to a change in portfolio manager.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents)

 % of fund's net assets % of fund's net assets 6 months ago 
Acadian Emerging Markets Portfolio Institutional Class 11.5 13.0 
T. Rowe Price Emerging Markets Stock Fund Class I 11.1 12.2 
Aberdeen Emerging Markets Fund Institutional Class 10.7 12.9 
Fidelity Emerging Markets Fund 10.5 10.0 
Lazard Emerging Markets Equity Portfolio Institutional Class 9.5 11.9 
Causeway Emerging Markets Fund - Investor Class 8.3 5.3 
Oppenheimer Developing Markets Fund Class Y 6.7 6.2 
Parametric Emerging Markets Fund Institutional Class 5.6 5.5 
Brandes Emerging Markets Value Fund Class A 4.8 5.1 
iShares MSCI China ETF 4.5 0.0 
 83.2  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Diversified Emerging Markets Funds 91.5% 
   Other 8.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.1% 


As of August 31, 2015 
   Diversified Emerging Markets Funds 95.2% 
   Other 4.8% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Percentages shown as 0.0% may reflect amounts less than 0.05%. 

Investments February 29, 2016

Showing Percentage of Net Assets

Equity Funds - 99.9%   
 Shares Value 
Diversified Emerging Markets Funds - 91.5%   
Aberdeen Emerging Markets Fund Institutional Class 98,729 $1,075,164 
Acadian Emerging Markets Portfolio Institutional Class 83,707 1,154,317 
Brandes Emerging Markets Value Fund Class A 77,845 484,973 
Causeway Emerging Markets Fund - Investor Class 94,142 837,864 
Fidelity Emerging Markets Fund (a) 52,366 1,054,660 
GMO Emerging Markets Fund Class IV 41,973 316,896 
Goldman Sachs Emerging Markets Equity Fund Institutional Shares 22,817 326,974 
iShares Core MSCI Emerging Markets ETF 11,910 440,432 
Lazard Emerging Markets Equity Portfolio Institutional Class 74,496 955,037 
Morgan Stanley Institutional Fund, Inc. Frontier Emerging Markets Portfolio Class A 13,397 215,826 
Oppenheimer Developing Markets Fund Class Y 24,108 672,842 
Parametric Emerging Markets Fund Institutional Class 50,842 566,376 
T. Rowe Price Emerging Markets Stock Fund Class I 42,261 1,115,267 
Wasatch Frontier Emerging Small Countries Fund 692 1,778 
TOTAL DIVERSIFIED EMERGING MARKETS FUNDS  9,218,406 
Other - 8.4%   
iShares MSCI China ETF 11,835 453,872 
iShares MSCI South Korea Index ETF 6,400 298,432 
Matthews Pacific Tiger Fund Institutional Class 113 2,425 
SPDR S&P China ETF 1,452 91,781 
TOTAL OTHER  846,510 
TOTAL EQUITY FUNDS   
(Cost $12,726,662)  10,064,916 
Money Market Funds - 0.3%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (b)   
(Cost $26,591) 26,591 26,591 
TOTAL INVESTMENT PORTFOLIO - 100.2%   
(Cost $12,753,253)  10,091,507 
NET OTHER ASSETS (LIABILITIES) - (0.2)%  (19,461) 
NET ASSETS - 100%  $10,072,046 

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Affiliated Fund

 (b) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Emerging Markets Fund $1,317,796 $5,732 $-- $5,732 $1,054,660 
Total $1,317,796 $5,732 $-- $5,732 $1,054,660 

Investment Valuation

All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $11,537,455) 
$9,036,847  
Affiliated issuers (cost $1,215,798) 1,054,660  
Total Investments (cost $12,753,253)  $10,091,507 
Receivable for investments sold  33,016 
Receivable for fund shares sold  7,253 
Prepaid expenses  
Receivable from investment adviser for expense reductions  3,475 
Other receivables  126 
Total assets  10,135,383 
Liabilities   
Payable for fund shares redeemed 40,268  
Distribution and service plan fees payable 16  
Audit fee payable 20,924  
Other affiliated payables 270  
Other payables and accrued expenses 1,859  
Total liabilities  63,337 
Net Assets  $10,072,046 
Net Assets consist of:   
Paid in capital  $13,494,863 
Distributions in excess of net investment income  (15,267) 
Accumulated undistributed net realized gain (loss) on investments  (745,804) 
Net unrealized appreciation (depreciation) on investments  (2,661,746) 
Net Assets  $10,072,046 
Emerging Markets:   
Net Asset Value, offering price and redemption price per share ($8,484,571 ÷ 1,128,155 shares)  $7.52 
Class F:   
Net Asset Value, offering price and redemption price per share ($1,406,978 ÷ 187,090 shares)  $7.52 
Class L:   
Net Asset Value, offering price and redemption price per share ($103,027 ÷ 13,692 shares)  $7.52 
Class N:   
Net Asset Value, offering price and redemption price per share ($77,470 ÷ 10,300 shares)  $7.52 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $139,999 
Affiliated issuers  5,732 
Interest  
Total income  145,735 
Expenses   
Management fee $35,239  
Transfer agent fees 2,465  
Distribution and service plan fees 227  
Accounting fees and expenses 1,466  
Custodian fees and expenses 9,892  
Independent trustees' compensation 131  
Registration fees 39,575  
Audit 38,562  
Legal 299  
Miscellaneous 205  
Total expenses before reductions 128,061  
Expense reductions (116,829) 11,232 
Net investment income (loss)  134,503 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (743,151)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 27,978  
Total net realized gain (loss)  (715,173) 
Change in net unrealized appreciation (depreciation) on investment securities  (2,592,155) 
Net gain (loss)  (3,307,328) 
Net increase (decrease) in net assets resulting from operations  $(3,172,825) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $134,503 $150,187 
Net realized gain (loss) (715,173) 43,324 
Change in net unrealized appreciation (depreciation) (2,592,155) 306,653 
Net increase (decrease) in net assets resulting from operations (3,172,825) 500,164 
Distributions to shareholders from net investment income (153,397) (164,989) 
Distributions to shareholders from net realized gain (41,904) (38,522) 
Total distributions (195,301) (203,511) 
Share transactions - net increase (decrease) 1,263,774 1,380,457 
Redemption fees 5,629 82 
Total increase (decrease) in net assets (2,098,723) 1,677,192 
Net Assets   
Beginning of period 12,170,769 10,493,577 
End of period (including distributions in excess of net investment income of $15,267 and distributions in excess of net investment income of $49, respectively) $10,072,046 $12,170,769 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.04 $9.75 $10.53 $10.00 
Income from Investment Operations     
Net investment income (loss)C .10 .13 .13 .14 
Net realized and unrealized gain (loss) (2.47) .34 (.78) .53 
Total from investment operations (2.37) .47 (.65) .67 
Distributions from net investment income (.12) (.15) (.11) (.14) 
Distributions from net realized gain (.03) (.04) (.03) – 
Total distributions (.15) (.18)D (.13)E (.14) 
Redemption fees added to paid in capitalC,F – – – – 
Net asset value, end of period $7.52 $10.04 $9.75 $10.53 
Total ReturnG,H (23.79)% 4.86% (6.18)% 6.71% 
Ratios to Average Net AssetsI     
Expenses before reductions 1.09% 1.07% 1.25% 1.14%J 
Expenses net of fee waivers, if any .10% .10% .10% .10%J 
Expenses net of all reductions .09% .10% .10% .10%J 
Net investment income (loss) 1.14% 1.29% 1.29% 1.71%J 
Supplemental Data     
Net assets, end of period (000 omitted) $8,485 $10,979 $9,832 $9,475 
Portfolio turnover rateK 61% 11% 10% 8%J 

 A For the year ended February 29.

 B For the period May 2, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.18 per share is comprised of distributions from net investment income of $.145 and distributions from net realized gain of $.035 per share.

 E Total distributions of $.13 per share is comprised of distributions from net investment income of $.108 and distributions from net realized gain of $.025 per share.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds Class F

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.04 $9.75 $10.53 $10.43 
Income from Investment Operations     
Net investment income (loss)C .10 .13 .13 .10 
Net realized and unrealized gain (loss) (2.47) .34 (.78) .14 
Total from investment operations (2.37) .47 (.65) .24 
Distributions from net investment income (.12) (.15) (.11) (.14) 
Distributions from net realized gain (.03) (.04) (.03) – 
Total distributions (.15) (.18)D (.13)E (.14) 
Redemption fees added to paid in capitalC,F – – – – 
Net asset value, end of period $7.52 $10.04 $9.75 $10.53 
Total ReturnG,H (23.79)% 4.86% (6.18)% 2.31% 
Ratios to Average Net AssetsI     
Expenses before reductions 1.04% 1.03% 1.43% 1.14%J 
Expenses net of fee waivers, if any .10% .10% .10% .10%J 
Expenses net of all reductions .09% .10% .10% .10%J 
Net investment income (loss) 1.15% 1.29% 1.29% 4.90%J 
Supplemental Data     
Net assets, end of period (000 omitted) $1,407 $988 $466 $154 
Portfolio turnover rateK 61% 11% 10% 8%J 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.18 per share is comprised of distributions from net investment income of $.145 and distributions from net realized gain of $.035 per share.

 E Total distributions of $.13 per share is comprised of distributions from net investment income of $.108 and distributions from net realized gain of $.025 per share.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds Class L

    
Years ended February 28, 2016A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.05 $9.75 $10.13 
Income from Investment Operations    
Net investment income (loss)C .10 .13 .11 
Net realized and unrealized gain (loss) (2.48) .35 (.36) 
Total from investment operations (2.38) .48 (.25) 
Distributions from net investment income (.12) (.15) (.11) 
Distributions from net realized gain (.03) (.04) (.02) 
Total distributions (.15) (.18)D (.13) 
Redemption fees added to paid in capitalC,E – – – 
Net asset value, end of period $7.52 $10.05 $9.75 
Total ReturnF,G (23.87)% 4.97% (2.56)% 
Ratios to Average Net AssetsH    
Expenses before reductions 1.08% 1.07% 1.79%I 
Expenses net of fee waivers, if any .10% .10% .10%I 
Expenses net of all reductions .09% .10% .10%I 
Net investment income (loss) 1.15% 1.29% 3.65%I 
Supplemental Data    
Net assets, end of period (000 omitted) $103 $102 $97 
Portfolio turnover rateJ 61% 11% 10% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.18 per share is comprised of distributions from net investment income of $.145 and distributions from net realized gain of $.035 per share.

 E Amount represents less than $.005 per share.

 F Total returns for periods of less than one year are not annualized.

 G Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Emerging Markets Fund of Funds Class N

    
Years ended February 28, 2016A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.05 $9.75 $10.13 
Income from Investment Operations    
Net investment income (loss)C .08 .11 .10 
Net realized and unrealized gain (loss) (2.48) .34 (.36) 
Total from investment operations (2.40) .45 (.26) 
Distributions from net investment income (.10) (.12) (.10) 
Distributions from net realized gain (.03) (.04) (.02) 
Total distributions (.13) (.15)D (.12) 
Redemption fees added to paid in capitalC,E – – – 
Net asset value, end of period $7.52 $10.05 $9.75 
Total ReturnF,G (24.04)% 4.69% (2.59)% 
Ratios to Average Net AssetsH    
Expenses before reductions 1.33% 1.32% 2.05%I 
Expenses net of fee waivers, if any .35% .35% .35%I 
Expenses net of all reductions .34% .35% .35%I 
Net investment income (loss) .89% 1.04% 3.40%I 
Supplemental Data    
Net assets, end of period (000 omitted) $77 $102 $97 
Portfolio turnover rateJ 61% 11% 10% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total distributions of $.15 per share is comprised of distributions from net investment income of $.119 and distributions from net realized gain of $.035 per share.

 E Amount represents less than $.005 per share.

 F Total returns for periods of less than one year are not annualized.

 G Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Emerging Markets Fund of Funds (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund currently invests in affiliated and unaffiliated mutual funds and exchange-traded funds (ETFs) (the Underlying Funds). The Fund offers Emerging Markets, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The Fund's Schedule of Investments lists each of the Underlying Funds as an investment of the Fund but does not include the underlying holdings of each Underlying Fund. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses a third party pricing vendor approved by the Board of Trustees (the Board) to value its investments. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows. Investments in open-end mutual funds are valued at their closing NAV each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions from the Underlying Funds and ETFs that are deemed to be return of capital are recorded as a reduction of cost of investments.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with the Underlying Funds. Although not included in the Fund's expenses, the Fund indirectly bears its proportionate share of the Underlying Funds' expenses through the impact of these expenses on each Underlying Fund's NAV. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, deferred trustee compensation, capital loss carryforwards, and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $4,915 
Gross unrealized depreciation (2,828,472) 
Net unrealized appreciation (depreciation) on securities $(2,823,557) 
Tax Cost $12,915,064 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(583,994) 
Net unrealized appreciation (depreciation) on securities and other investments $(2,823,557) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(439,639) 
Long-term (144,355) 
Total capital loss carryforward $(583,994) 

The Fund intends to elect to defer to its next fiscal year $15,180 of ordinary losses recognized during the period November 1, 2015 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $153,397 $ 173,014 
Long-term Capital Gains 41,904 30,497 
Total $195,301 $ 203,511 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days may have been subject to a redemption fee equal to 1.50% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Purchases and Redemptions of Underlying Fund Shares.

Purchases and redemptions of the Underlying Fund shares, aggregated $8,395,165 and $7,167,413, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.25% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .30% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. Acadian Asset Management LLC, M&G Investments Management Limited, Somerset Capital Management LLP and FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, have been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, these sub-advisers have not been allocated any portion of the Fund's assets. These sub-advisers in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $227 $ 227 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
Emerging Markets $2,419 .02 
Class L 33 .03 
Class N 13 .01 
 $2,465  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $15 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .30% of the Fund's average net assets until April 30, 2017. During the period, this waiver reduced the Fund's management fee by $35,239.

The investment adviser has also contractually agreed to reimburse Emerging Markets, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example sub-advisory fees and interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Emerging Markets .10% $71,536 
Class F .10% 7,910 
Class L .10% 738 
Class N .35% 622 

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $776 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of class-level operating expenses as follows:

 Amount 
Emerging Markets $8 

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 February 29, 2016 February 28, 2015 
From net investment income   
Emerging Markets $131,277 $150,910 
Class F 19,572 11,431 
Class L 1,561 1,455 
Class N 987 1,193 
Total $153,397 $164,989 
From net realized gain   
Emerging Markets $37,618 $35,871 
Class F 3,615 1,951 
Class L 336 350 
Class N 335 350 
Total $41,904 $38,522 

8. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 February 29, 2016 February 28, 2015 February 29, 2016 February 28, 2015 
Emerging Markets     
Shares sold 216,254 166,658 $2,043,757 $1,723,851 
Reinvestment of distributions 19,731 18,973 168,895 186,781 
Shares redeemed (200,793) (101,526) (1,770,355) (1,053,925) 
Net increase (decrease) 35,192 84,105 $442,297 $856,707 
Class F     
Shares sold 110,265 54,370 $975,103 $560,712 
Reinvestment of distributions 2,749 1,363 23,187 13,382 
Shares redeemed (24,271) (5,246) (211,252) (53,692) 
Net increase (decrease) 88,743 50,487 $787,038 $520,402 
Class L     
Shares sold 3,291 – $31,220 $– 
Reinvestment of distributions 224 183 1,897 1,805 
Net increase (decrease) 3,515 183 $33,117 $1,805 
Class N     
Reinvestment of distributions 153 157 1,322 1,543 
Net increase (decrease) 153 157 $1,322 $1,543 

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 75% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Emerging Markets Fund of Funds:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Emerging Markets Fund of Funds (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Emerging Markets Fund of Funds’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals).

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Emerging Markets .10%    
Actual  $1,000.00 $911.20 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class F .10%    
Actual  $1,000.00 $911.20 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class L .10%    
Actual  $1,000.00 $911.20 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class N .35%    
Actual  $1,000.00 $910.20 $1.66 
Hypothetical-C  $1,000.00 $1,023.12 $1.76 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

Class L and Class N designate 1% of the dividends distributed during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

Class L designates 86% and Class N designates 99% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 Pay Date Income Taxes 
Class L 12/30/15 $0.1347 $0.0261 
Class N 12/30/15 $0.1167 $0.0261 

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Emerging Markets Fund of Funds

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Acadian Asset Management, LLC (Acadian) and Pyramis Global Advisors, LLC (Pyramis) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, Acadian and Pyramis (collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Emerging Markets Fund of Funds


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class F was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class F had out-performed 60% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' 0.30% management fee waiver through April 30, 2016 and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.25% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 0.10%, 0.10%, and 0.35%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any) exceed 0.10% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Emerging Markets Fund of Funds


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each of the retail class, Class L, and Class F were below, and the total expenses of Class N were above, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that certain of the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees under such contracts would accrue directly to the fund. The Board took into consideration that Strategic Advisers has agreed to waive 0.30% of its management fee through April 30, 2016 and also took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

RMF-L-RMF-N-ANN-0416
1.9585957.102


Strategic Advisers® Core Income Multi-Manager Fund

Class L and Class N



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class L (0.14)% 2.31% 
Class N (0.39)% 2.15% 

 A From June 19, 2012


 The initial offering of Class L shares took place on November 12, 2013. Returns prior to November 12, 2013 are those of Strategic Advisers® Core Income Multi-Manager Fund, the original class of the fund. 

 Class N shares bear a 0.25% 12b-1 fee. The initial offering of Class N shares took place on November 12, 2013. Returns prior to November 12, 2013, are those of Strategic Advisers® Core Income Multi-Manager Fund, the original class of the fund, which has no 12b-1 fee. Had Class N's 12b-1 fee been reflected, returns prior to November 12, 2013, would have been lower. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Core Income Multi-Manager Fund - Class L on June 19, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the Barclays® U.S. Aggregate Bond Index performed over the same period.

See previous page for additional information regarding the performance of Class L.


Period Ending Values

$10,880Strategic Advisers® Core Income Multi-Manager Fund - Class L

$10,856Barclays® U.S. Aggregate Bond Index

Management's Discussion of Fund Performance

Market Recap:  U.S. taxable investment-grade bonds posted a modest return for the year ending February 29, 2016, amid an environment in which investors largely avoided riskier debt. The Barclays® U.S. Aggregate Bond Index returned 1.50%, with coupon (stated interest) payments more than making up for bond-price declines. Bond yields rose early in the period due to increased expectations for higher policy interest rates. The U.S. Federal Reserve, however, took no action to raise rates over the summer amid a dampened global economic outlook. Rate-hike expectations cooled in September, in an environment of decreased bond issuance, weaker economic data emanating from China and falling crude-oil prices. They then rose significantly in late October and November, as the U.S. economy continued to improve, leading to the Fed's mid-December rate hike, its first since 2006. Bond prices rallied late in the period, partly because global investors faced with negative yields in Japan and parts of Europe were attracted to U.S. Treasury investments, which returned about 3% for the period, leading all major sectors. Conversely, investment-grade credit declined for the period, and securitized sectors managed positive returns that lagged on a risk-adjusted basis. Outside the index, U.S. corporate high-yield bonds fell sharply, according to Barclays, fueled by a broad retreat from risk assets.

Comments from Portfolio Manager Gregory Pappas:  For the year, the fund's share classes posted negative returns and lagged the benchmark, the Barclays® U.S. Aggregate Bond Index. Relative to the benchmark, a Core Investment Grade strategy run by sub-adviser FIAM℠ was among the largest detractors, due to an overweighting in energy-related securities. PIMCO Total Return Fund performed well for most of the period, but reversed course in January and February when short-term U.S. Treasury yields fell after having risen earlier on. PIMCO was positioned for rising short-term yields, believing the Fed would raise interest rates several times in 2016, and maintained that strategy. Collectively, Western Asset Core Bond Fund and Western Asset Core Plus Bond Fund detracted due to concentrated positions in BBB-rated corporate bonds, which lagged higher-quality corporates. On the plus side, we had a few small contributors, including DoubleLine Total Return Bond Fund and JPMorgan Core Bond Select, both of which were helped by holdings of agency and non-agency mortgage-backed securities. I sold our positions in these funds during the period as part of a restructuring which reduced the number of managers in the portfolio to four. I also liquidated our position in Prudential Short-Term Corporate Bond Fund.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
Western Asset Core Bond Fund Class I 31.0 6.2 
Metropolitan West Total Return Bond Fund Class I 24.0 12.2 
PIMCO Total Return Fund Institutional Class 21.1 20.6 
U.S. Treasury Obligations 5.3 5.2 
Fannie Mae 2.4 2.1 
Ginnie Mae 1.4 1.3 
Freddie Mac 1.0 1.0 
Verizon Communications, Inc. 0.8 0.7 
JPMorgan Chase Commercial Mortgage Securities Trust 0.7 0.8 
Goldman Sachs Group, Inc. 0.7 0.8 
 88.4  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Corporate Bonds 10.4% 
   U.S. Government and U.S. Government Agency Obligations 10.1% 
   Asset-Backed Securities 0.1% 
   CMOs and Other Mortgage Related Securities 1.9% 
   Municipal Securities 0.5% 
   Intermediate-Term Bond Funds 76.1% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.9% 


As of August 31, 2015 
   Corporate Bonds 11.6% 
   U.S. Government and U.S. Government Agency Obligations 9.6% 
   CMOs and Other Mortgage Related Securities 1.8% 
   Municipal Securities 0.5% 
   Intermediate-Term Bond Funds 72.6% 
   Intermediate Government Funds 0.9% 
   Short-Term Funds 2.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.6% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Percentages in the above tables are adjusted for the effect of TBA Sale Commitments.

Investments February 29, 2016

Showing Percentage of Net Assets

Nonconvertible Bonds - 10.4%   
 Principal Amount Value 
CONSUMER DISCRETIONARY - 1.6%   
Automobiles - 0.4%   
General Motors Co.:   
3.5% 10/2/18 $20,000 $20,058 
6.6% 4/1/36 5,000 5,139 
6.75% 4/1/46 11,000 11,501 
General Motors Financial Co., Inc.:   
2.625% 7/10/17 20,000 19,917 
3% 9/25/17 31,000 31,027 
3.25% 5/15/18 10,000 9,974 
3.5% 7/10/19 10,000 9,999 
4.25% 5/15/23 10,000 9,751 
4.375% 9/25/21 55,000 55,320 
4.75% 8/15/17 15,000 15,372 
  188,058 
Diversified Consumer Services - 0.0%   
Ingersoll-Rand Global Holding Co. Ltd. 4.25% 6/15/23 9,000 9,543 
Hotels, Restaurants & Leisure - 0.1%   
McDonald's Corp.:   
2.75% 12/9/20 2,000 2,058 
3.7% 1/30/26 5,000 5,219 
4.7% 12/9/35 3,000 3,105 
4.875% 12/9/45 4,000 4,203 
  14,585 
Household Durables - 0.2%   
D.R. Horton, Inc. 4% 2/15/20 100,000 101,750 
Media - 0.8%   
Charter Communications Operating LLC/Charter Communications Operating Capital Corp.:   
4.464% 7/23/22 (a) 13,000 13,204 
4.908% 7/23/25 (a) 16,000 16,377 
Discovery Communications LLC 3.25% 4/1/23 2,000 1,837 
NBCUniversal, Inc. 5.15% 4/30/20 100,000 112,567 
Time Warner Cable, Inc.:   
4% 9/1/21 118,000 120,322 
5.5% 9/1/41 10,000 8,903 
5.875% 11/15/40 13,000 12,096 
6.55% 5/1/37 18,000 18,133 
7.3% 7/1/38 17,000 17,940 
8.25% 4/1/19 17,000 19,437 
Viacom, Inc. 4.25% 9/1/23 22,000 21,500 
  362,316 
Multiline Retail - 0.1%   
Family Tree Escrow LLC 5.25% 3/1/20 (a) 30,000 31,500 
TOTAL CONSUMER DISCRETIONARY  707,752 
CONSUMER STAPLES - 0.4%   
Beverages - 0.3%   
Anheuser-Busch InBev Finance, Inc.:   
2.65% 2/1/21 20,000 20,356 
3.3% 2/1/23 20,000 20,560 
3.65% 2/1/26 20,000 20,628 
4.7% 2/1/36 23,000 24,118 
4.9% 2/1/46 26,000 27,869 
Constellation Brands, Inc. 4.25% 5/1/23 40,000 41,450 
  154,981 
Food & Staples Retailing - 0.0%   
Walgreens Boots Alliance, Inc. 3.3% 11/18/21 7,000 7,047 
Food Products - 0.0%   
ConAgra Foods, Inc. 1.9% 1/25/18 4,000 3,997 
Tobacco - 0.1%   
Altria Group, Inc. 4.75% 5/5/21 20,000 22,141 
Reynolds American, Inc.:   
2.3% 6/12/18 5,000 5,053 
4% 6/12/22 3,000 3,239 
5.7% 8/15/35 3,000 3,387 
6.15% 9/15/43 4,000 4,741 
  38,561 
TOTAL CONSUMER STAPLES  204,586 
ENERGY - 1.2%   
Energy Equipment & Services - 0.2%   
DCP Midstream LLC 4.75% 9/30/21 (a) 100,000 67,863 
Halliburton Co.:   
3.8% 11/15/25 6,000 5,680 
4.85% 11/15/35 5,000 4,370 
5% 11/15/45 7,000 6,204 
  84,117 
Oil, Gas & Consumable Fuels - 1.0%   
Anadarko Petroleum Corp. 6.375% 9/15/17 2,000 2,032 
Chesapeake Energy Corp.:   
5.75% 3/15/23 5,000 1,050 
6.125% 2/15/21 165,000 34,650 
Columbia Pipeline Group, Inc.:   
2.45% 6/1/18 (a) 2,000 1,919 
3.3% 6/1/20 (a) 12,000 11,237 
4.5% 6/1/25 (a) 3,000 2,728 
5.8% 6/1/45 (a) 4,000 3,385 
DCP Midstream Operating LP:   
2.5% 12/1/17 5,000 4,564 
2.7% 4/1/19 4,000 3,281 
3.875% 3/15/23 20,000 14,411 
5.6% 4/1/44 10,000 6,111 
El Paso Corp. 6.5% 9/15/20 20,000 20,203 
Enable Midstream Partners LP:   
2.4% 5/15/19 3,000 2,311 
3.9% 5/15/24 3,000 1,916 
Kinder Morgan, Inc.:   
3.05% 12/1/19 123,000 113,547 
4.3% 6/1/25 20,000 18,088 
MPLX LP 4% 2/15/25 2,000 1,517 
Petrobras Global Finance BV:   
5.625% 5/20/43 10,000 5,810 
7.25% 3/17/44 91,000 59,287 
Petroleos Mexicanos:   
3.5% 7/23/20 (a) 10,000 9,425 
5.5% 2/4/19 (a) 15,000 15,510 
6.375% 2/4/21 (a) 25,000 25,994 
6.5% 6/2/41 15,000 13,107 
Southwestern Energy Co.:   
3.3% 1/23/18 4,000 2,880 
4.05% 1/23/20 8,000 5,160 
4.95% 1/23/25 46,000 26,450 
Spectra Energy Partners, LP 2.95% 9/25/18 2,000 1,969 
The Williams Companies, Inc.:   
3.7% 1/15/23 3,000 2,220 
4.55% 6/24/24 38,000 28,500 
Western Gas Partners LP 5.375% 6/1/21 2,000 1,708 
Williams Partners LP 4.3% 3/4/24 8,000 6,254 
  447,224 
TOTAL ENERGY  531,341 
FINANCIALS - 5.4%   
Banks - 1.5%   
Bank of America Corp.:   
3.3% 1/11/23 39,000 38,980 
3.875% 8/1/25 2,000 2,053 
3.95% 4/21/25 43,000 41,633 
4% 1/22/25 89,000 86,567 
4.1% 7/24/23 5,000 5,207 
4.2% 8/26/24 4,000 4,005 
4.25% 10/22/26 11,000 10,896 
4.45% 3/3/26 10,000 10,000 
Citigroup, Inc.:   
1.85% 11/24/17 21,000 20,932 
4.05% 7/30/22 4,000 4,076 
4.4% 6/10/25 11,000 10,968 
5.3% 5/6/44 21,000 21,045 
5.5% 9/13/25 4,000 4,285 
Citizens Financial Group, Inc. 4.3% 12/3/25 20,000 20,540 
Credit Suisse AG 6% 2/15/18 2,000 2,117 
Credit Suisse New York Branch 1.7% 4/27/18 108,000 106,860 
JPMorgan Chase & Co.:   
2.35% 1/28/19 4,000 4,040 
3.875% 9/10/24 26,000 26,126 
4.125% 12/15/26 31,000 31,450 
4.25% 10/15/20 4,000 4,277 
4.35% 8/15/21 4,000 4,337 
4.625% 5/10/21 4,000 4,370 
4.95% 3/25/20 4,000 4,357 
Regions Financial Corp. 2% 5/15/18 10,000 9,911 
Royal Bank of Canada 4.65% 1/27/26 22,000 22,191 
Royal Bank of Scotland Group PLC:   
5.125% 5/28/24 100,000 95,783 
6% 12/19/23 35,000 35,358 
6.1% 6/10/23 13,000 13,163 
6.125% 12/15/22 29,000 30,441 
  675,968 
Capital Markets - 1.3%   
Affiliated Managers Group, Inc. 4.25% 2/15/24 4,000 4,122 
Goldman Sachs Group, Inc.:   
1.748% 9/15/17 30,000 29,978 
2.625% 1/31/19 24,000 24,183 
2.9% 7/19/18 29,000 29,405 
5.75% 1/24/22 8,000 9,090 
6.75% 10/1/37 190,000 217,204 
Lazard Group LLC 4.25% 11/14/20 8,000 8,209 
Morgan Stanley:   
2.375% 7/23/19 20,000 19,956 
3.7% 10/23/24 18,000 18,237 
3.75% 2/25/23 36,000 36,830 
4.875% 11/1/22 147,000 154,985 
5% 11/24/25 13,000 13,682 
  565,881 
Consumer Finance - 0.1%   
American Express Credit Corp. 1.875% 11/5/18 25,000 25,057 
Discover Financial Services 3.95% 11/6/24 7,000 6,854 
Hyundai Capital America 2.125% 10/2/17 (a) 4,000 4,003 
Synchrony Financial:   
1.875% 8/15/17 3,000 2,967 
3% 8/15/19 4,000 4,006 
3.75% 8/15/21 6,000 6,034 
4.25% 8/15/24 6,000 6,006 
  54,927 
Diversified Financial Services - 0.3%   
IntercontinentalExchange, Inc.:   
2.75% 12/1/20 4,000 4,066 
3.75% 12/1/25 7,000 7,208 
MSCI, Inc. 5.25% 11/15/24 (a) 100,000 105,750 
  117,024 
Insurance - 0.3%   
American International Group, Inc. 3.3% 3/1/21 6,000 6,066 
Hartford Financial Services Group, Inc. 5.125% 4/15/22 2,000 2,215 
Massachusetts Mutual Life Insurance Co. 4.5% 4/15/65 (a) 8,000 7,387 
Pacific LifeCorp 6% 2/10/20(a) 2,000 2,238 
Pricoa Global Funding I 5.375% 5/15/45 (b) 11,000 10,368 
Prudential Financial, Inc. 4.5% 11/16/21 100,000 108,639 
TIAA Asset Management Finance LLC 2.95% 11/1/19 (a) 3,000 3,015 
  139,928 
Real Estate Investment Trusts - 1.6%   
Alexandria Real Estate Equities, Inc. 2.75% 1/15/20 2,000 1,990 
American Campus Communities Operating Partnership LP 3.75% 4/15/23 3,000 3,002 
AvalonBay Communities, Inc. 3.625% 10/1/20 5,000 5,223 
Camden Property Trust:   
2.95% 12/15/22 4,000 3,930 
4.25% 1/15/24 8,000 8,541 
Corporate Office Properties LP 5% 7/1/25 5,000 5,043 
DDR Corp.:   
3.5% 1/15/21 140,000 141,631 
3.625% 2/1/25 5,000 4,756 
4.25% 2/1/26 4,000 3,971 
4.75% 4/15/18 132,000 137,296 
Duke Realty LP:   
3.625% 4/15/23 5,000 4,990 
3.875% 10/15/22 8,000 8,236 
5.95% 2/15/17 10,000 10,382 
Equity One, Inc. 3.75% 11/15/22 20,000 19,998 
ERP Operating LP 4.625% 12/15/21 275,000 303,950 
Government Properties Income Trust 3.75% 8/15/19 10,000 10,255 
Highwoods/Forsyth LP 3.2% 6/15/21 6,000 5,961 
Lexington Corporate Properties Trust 4.4% 6/15/24 4,000 4,045 
Omega Healthcare Investors, Inc.:   
4.5% 1/15/25 3,000 2,968 
4.95% 4/1/24 3,000 3,067 
5.25% 1/15/26 10,000 10,126 
Retail Opportunity Investments Partnership LP:   
4% 12/15/24 2,000 1,937 
5% 12/15/23 2,000 2,073 
Weingarten Realty Investors 3.375% 10/15/22 2,000 1,993 
WP Carey, Inc.:   
4% 2/1/25 13,000 12,287 
4.6% 4/1/24 20,000 20,249 
  737,900 
Real Estate Management & Development - 0.3%   
Brandywine Operating Partnership LP:   
3.95% 2/15/23 10,000 9,935 
4.1% 10/1/24 10,000 9,863 
4.95% 4/15/18 11,000 11,494 
CBRE Group, Inc. 4.875% 3/1/26 20,000 20,168 
Digital Realty Trust LP 3.95% 7/1/22 7,000 7,045 
Essex Portfolio LP 3.875% 5/1/24 7,000 7,216 
Liberty Property LP 3.375% 6/15/23 25,000 24,384 
Mack-Cali Realty LP:   
2.5% 12/15/17 9,000 8,916 
3.15% 5/15/23 12,000 10,395 
Mid-America Apartments LP:   
4% 11/15/25 3,000 3,063 
4.3% 10/15/23 2,000 2,115 
Tanger Properties LP:   
3.75% 12/1/24 7,000 7,123 
3.875% 12/1/23 4,000 4,103 
Ventas Realty LP 4.125% 1/15/26 3,000 3,042 
Ventas Realty LP/Ventas Capital Corp. 4% 4/30/19 3,000 3,133 
  131,995 
TOTAL FINANCIALS  2,423,623 
HEALTH CARE - 0.1%   
Health Care Providers & Services - 0.1%   
Express Scripts Holding Co. 4.75% 11/15/21 2,000 2,142 
WellPoint, Inc. 3.3% 1/15/23 21,000 20,671 
  22,813 
Pharmaceuticals - 0.0%   
Watson Pharmaceuticals, Inc. 1.875% 10/1/17 3,000 3,003 
Zoetis, Inc. 3.25% 2/1/23 4,000 3,846 
  6,849 
TOTAL HEALTH CARE  29,662 
INDUSTRIALS - 0.1%   
Trading Companies & Distributors - 0.1%   
Air Lease Corp.:   
2.125% 1/15/18 5,000 4,881 
3.75% 2/1/22 11,000 10,221 
3.875% 4/1/21 9,000 8,708 
4.25% 9/15/24 9,000 8,348 
  32,158 
INFORMATION TECHNOLOGY - 0.1%   
Software - 0.0%   
Autodesk, Inc. 3.125% 6/15/20 16,000 16,067 
Technology Hardware, Storage & Peripherals - 0.1%   
Hewlett Packard Enterprise Co.:   
3.6% 10/15/20 (a) 10,000 9,973 
4.4% 10/15/22 (a) 10,000 9,772 
4.9% 10/15/25 (a) 10,000 9,487 
  29,232 
TOTAL INFORMATION TECHNOLOGY  45,299 
MATERIALS - 0.4%   
Metals & Mining - 0.4%   
Alcoa, Inc. 5.125% 10/1/24 124,000 112,065 
Anglo American Capital PLC:   
3.625% 5/14/20 (a) 10,000 7,950 
4.875% 5/14/25 (a) 19,000 14,440 
Barrick Gold Corp. 4.1% 5/1/23 53,000 49,486 
  183,941 
TELECOMMUNICATION SERVICES - 0.9%   
Diversified Telecommunication Services - 0.9%   
AT&T, Inc. 5.55% 8/15/41 48,000 47,160 
CenturyLink, Inc.:   
5.15% 6/15/17 2,000 2,050 
6% 4/1/17 2,000 2,064 
6.15% 9/15/19 2,000 2,055 
Verizon Communications, Inc.:   
3.45% 3/15/21 28,000 29,105 
4.5% 9/15/20 103,000 112,015 
5.012% 8/21/54 84,000 78,125 
6.55% 9/15/43 96,000 116,411 
  388,985 
UTILITIES - 0.2%   
Electric Utilities - 0.1%   
Cleveland Electric Illuminating Co. 5.7% 4/1/17 3,000 3,098 
Duke Energy Corp. 2.1% 6/15/18 5,000 5,010 
Entergy Corp. 4% 7/15/22 10,000 10,502 
FirstEnergy Corp.:   
4.25% 3/15/23 30,000 31,317 
7.375% 11/15/31 5,000 6,214 
IPALCO Enterprises, Inc. 3.45% 7/15/20 17,000 16,936 
  73,077 
Multi-Utilities - 0.1%   
Dominion Resources, Inc. 2.9031% 9/30/66 (b) 6,000 4,032 
Puget Energy, Inc.:   
6% 9/1/21 13,000 14,806 
6.5% 12/15/20 4,000 4,667 
Sempra Energy 6% 10/15/39 9,000 9,893 
  33,398 
TOTAL UTILITIES  106,475 
TOTAL NONCONVERTIBLE BONDS   
(Cost $4,911,965)  4,653,822 
U.S. Government and Government Agency Obligations - 5.3%   
U.S. Treasury Inflation-Protected Obligations - 1.4%   
U.S. Treasury Inflation-Indexed Bonds 0.75% 2/15/45 180,797 168,329 
U.S. Treasury Inflation-Indexed Notes 0.375% 7/15/25 440,000 441,910 
TOTAL U.S. TREASURY INFLATION-PROTECTED OBLIGATIONS  610,239 
U.S. Treasury Obligations - 3.9%   
U.S. Treasury Bonds:   
3% 5/15/45 $325,000 $350,911 
3% 11/15/45 50,000 54,037 
U.S. Treasury Notes:   
0.875% 11/30/17 1,140,000 1,141,647 
2% 8/15/25 189,000 193,245 
TOTAL U.S. TREASURY OBLIGATIONS  1,739,840 
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS   
(Cost $2,289,145)  2,350,079 
U.S. Government Agency - Mortgage Securities - 5.0%   
Fannie Mae - 2.6%   
2.5% 1/1/28 84,472 86,937 
3% 9/1/43 175,634 180,409 
3.5% 11/1/30 to 11/1/45 290,600 307,102 
4% 4/1/42 to 8/1/42 240,322 257,368 
4.5% 3/1/41 to 1/1/42 97,982 106,849 
5.5% 5/1/27 to 9/1/41 203,960 228,802 
TOTAL FANNIE MAE  1,167,467 
Freddie Mac - 1.0%   
3% 2/1/43 79,371 81,918 
3.5% 4/1/43 to 8/1/43 166,713 175,324 
4% 2/1/41 76,319 81,675 
4.5% 3/1/41 to 4/1/41 75,935 82,597 
TOTAL FREDDIE MAC  421,514 
Ginnie Mae - 1.4%   
3% 6/20/45 96,428 100,014 
3.5% 12/20/41 to 8/20/43 256,868 271,773 
4% 11/20/40 61,421 65,985 
4.5% 5/20/41 73,603 79,974 
5% 10/15/33 92,904 102,807 
TOTAL GINNIE MAE  620,553 
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES   
(Cost $2,175,919)  2,209,534 
Asset-Backed Securities - 0.1%   
Vericrest Opportunity Loan Trust Series 2014-NPL7 Class A1, 3.375% 8/27/57(a)   
(Cost $28,708) $28,744 $28,310 
Collateralized Mortgage Obligations - 0.2%   
Private Sponsor - 0.2%   
Nationstar HECM Loan Trust sequential payer Series 2015-2A Class A, 2.8826% 11/25/25(a)   
(Cost $88,779) 88,779 88,734 
Commercial Mortgage Securities - 1.7%   
GE Capital Commercial Mortgage Corp. sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49 98,500 100,051 
Greenwich Capital Commercial Funding Corp. sequential payer Series 2007-GG9 Class A4, 5.444% 3/10/39 101,153 103,307 
GS Mortgage Securities Trust sequential payer Series 2006-GG8 Class A1A, 5.547% 11/10/39 6,450 6,521 
JPMorgan Chase Commercial Mortgage Securities Trust sequential payer:   
Series 2006-CB17 Class A4, 5.429% 12/12/43 8,072 8,176 
Series 2007-CB18 Class A4, 5.44% 6/12/47 62,950 64,224 
Series 2007-LD11 Class A4, 5.9599% 6/15/49 (b) 240,000 244,786 
LB Commercial Conduit Mortgage Trust sequential payer Series 2007-C3 Class A4, 5.9% 7/15/44 (b) 9,750 10,090 
Merrill Lynch-CFC Commercial Mortgage Trust sequential payer Series 2006-4 Class A3, 5.172% 12/12/49 (b) 20,301 20,537 
Wachovia Bank Commercial Mortgage Trust sequential payer:   
Series 2007-C30 Class A5, 5.342% 12/15/43 170,000 174,094 
Series 2007-C31 Class A4, 5.509% 4/15/47 10,000 10,192 
Series 2007-C33 Class A4, 6.1491% 2/15/51 (b) 22,527 23,266 
TOTAL COMMERCIAL MORTGAGE SECURITIES   
(Cost $821,712)  765,244 
Municipal Securities - 0.5%   
Chicago Gen. Oblig.:   
(Taxable Proj.) Series 2012 B, 5.432% 1/1/42 $25,000 $20,670 
6.314% 1/1/44 35,000 31,672 
Illinois Gen. Oblig.:   
Series 2003:   
4.35% 6/1/18 5,000 5,126 
4.95% 6/1/23 15,000 15,619 
5.1% 6/1/33 95,000 88,322 
Series 2010 5, 6.2% 7/1/21 5,000 5,447 
Series 2010-1, 6.63% 2/1/35 20,000 21,667 
Series 2010-3:   
6.725% 4/1/35 5,000 5,478 
7.35% 7/1/35 5,000 5,498 
Series 2011, 5.877% 3/1/19 15,000 16,214 
Series 2013:   
1.84% 12/1/16 5,000 5,027 
3.6% 12/1/19 5,000 5,050 
TOTAL MUNICIPAL SECURITIES   
(Cost $237,346)  225,790 
Foreign Government and Government Agency Obligations - 0.0%   
United Mexican States 3.5% 1/21/21
(Cost $10,948) 
$11,000 $11,330 
Bank Notes - 0.0%   
Marshall & Ilsley Bank 5% 1/17/17   
(Cost $1,023) 1,000 1,026 
 Shares Value 
Fixed-Income Funds - 76.1%   
Intermediate-Term Bond Funds - 76.1%   
Metropolitan West Total Return Bond Fund Class I 996,453 $10,721,838 
PIMCO Total Return Fund Institutional Class 934,157 9,397,624 
Western Asset Core Bond Fund Class I 1,131,589 13,850,657 
TOTAL INTERMEDIATE-TERM BOND FUNDS   
(Cost $34,782,511)  33,970,119 
Money Market Funds - 0.7%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (c)   
(Cost $313,507) 313,507 313,507 
TOTAL INVESTMENT PORTFOLIO - 100.0%   
(Cost $45,661,563)  44,617,495 
NET OTHER ASSETS (LIABILITIES) - 0.0%  14,928 
NET ASSETS - 100%  $44,632,423 

TBA Sale Commitments   
 Principal Amount Value 
Fannie Mae   
3.5% 3/1/46   
(Proceeds $104,734) $(100,000) $(104,786) 

Legend

 (a) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $490,201 or 1.1% of net assets.

 (b) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

 (c) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity GNMA Fund $982,171 $1,008 $977,857 $7,508 $-- 
Total $982,171 $1,008 $977,857 $7,508 $-- 

Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Corporate Bonds $4,653,822 $-- $4,653,822 $-- 
U.S. Government and Government Agency Obligations 2,350,079 -- 2,350,079 -- 
U.S. Government Agency - Mortgage Securities 2,209,534 -- 2,209,534 -- 
Asset-Backed Securities 28,310 -- 28,310 -- 
Collateralized Mortgage Obligations 88,734 -- 88,734 -- 
Commercial Mortgage Securities 765,244 -- 765,244 -- 
Municipal Securities 225,790 -- 225,790 -- 
Foreign Government and Government Agency Obligations 11,330 -- 11,330 -- 
Bank Notes 1,026 -- 1,026 -- 
Fixed-Income Funds 33,970,119 33,970,119 -- -- 
Money Market Funds 313,507 313,507 -- -- 
Total Investments in Securities: $44,617,495 $34,283,626 $10,333,869 $-- 
Other Financial Instruments:     
TBA Sale Commitments $(104,786) $-- $(104,786) $-- 
Total Other Financial Instruments: $(104,786) $-- $(104,786) $-- 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $45,661,563) 
 $44,617,495 
Receivable for investments sold  1,009 
Receivable for TBA sale commitments  104,734 
Receivable for fund shares sold  2,786 
Dividends receivable  1,386 
Interest receivable  80,353 
Prepaid expenses  21 
Receivable from investment adviser for expense reductions  3,383 
Other receivables  303 
Total assets  44,811,470 
Liabilities   
Payable for investments purchased $25,967  
TBA sale commitments, at value 104,786  
Payable for fund shares redeemed 933  
Accrued management fee 1,171  
Distribution and service plan fees payable 22  
Audit fees payable 41,336  
Other affiliated payables 1,978  
Other payables and accrued expenses 2,854  
Total liabilities  179,047 
Net Assets  $44,632,423 
Net Assets consist of:   
Paid in capital  $45,775,461 
Distributions in excess of net investment income  (4,532) 
Accumulated undistributed net realized gain (loss) on investments  (94,386) 
Net unrealized appreciation (depreciation) on investments  (1,044,120) 
Net Assets  $44,632,423 
Core Income Multi-Manager:   
Net Asset Value, offering price and redemption price per share ($41,444,951 ÷ 4,252,660 shares)  $9.75 
Class F:   
Net Asset Value, offering price and redemption price per share ($2,974,432 ÷ 305,087 shares)  $9.75 
Class L:   
Net Asset Value, offering price and redemption price per share ($106,825 ÷ 10,959 shares)  $9.75 
Class N:   
Net Asset Value, offering price and redemption price per share ($106,215 ÷ 10,897 shares)  $9.75 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $904,257 
Affiliated issuers  7,508 
Interest  333,256 
Total income  1,245,021 
Expenses   
Management fee $145,597  
Transfer agent fees 5,770  
Distribution and service plan fees 264  
Accounting fees and expenses 18,206  
Custodian fees and expenses 14,115  
Independent trustees' compensation 488  
Registration fees 39,107  
Audit 59,252  
Legal 314  
Miscellaneous 356  
Total expenses before reductions 283,469  
Expense reductions (181,409) 102,060 
Net investment income (loss)  1,142,961 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (284,618)  
Affiliated issuers (17,753)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 386,105  
Affiliated issuers 2,079  
Total net realized gain (loss)  85,813 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(1,276,834)  
Delayed delivery commitments (52)  
Total change in net unrealized appreciation (depreciation)  (1,276,886) 
Net gain (loss)  (1,191,073) 
Net increase (decrease) in net assets resulting from operations  $(48,112) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $1,142,961 $1,194,626 
Net realized gain (loss) 85,813 (28,591) 
Change in net unrealized appreciation (depreciation) (1,276,886) 816,338 
Net increase (decrease) in net assets resulting from operations (48,112) 1,982,373 
Distributions to shareholders from net investment income (1,136,312) (1,200,873) 
Distributions to shareholders from net realized gain (45,386) (12,719) 
Total distributions (1,181,698) (1,213,592) 
Share transactions - net increase (decrease) 2,502,130 (1,479,047) 
Total increase (decrease) in net assets 1,272,320 (710,266) 
Net Assets   
Beginning of period 43,360,103 44,070,369 
End of period (including distributions in excess of net investment income of $4,532 and undistributed net investment income of $7,438, respectively) $44,632,423 $43,360,103 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.02 $9.84 $10.09 $10.00 
Income from Investment Operations     
Net investment income (loss)C .256 .285 .248 .201 
Net realized and unrealized gain (loss) (.262) .184 (.222) .151 
Total from investment operations (.006) .469 .026 .352 
Distributions from net investment income (.254) (.286) (.243) (.197) 
Distributions from net realized gain (.010) (.003) (.033) (.065) 
Total distributions (.264) (.289) (.276) (.262) 
Net asset value, end of period $9.75 $10.02 $9.84 $10.09 
Total ReturnD,E (.04)% 4.83% .29% 3.54% 
Ratios to Average Net AssetsF     
Expenses before reductions .65% .65% .68% .66%G 
Expenses net of fee waivers, if any .23% .23% .23% .23%G 
Expenses net of all reductions .23% .23% .23% .23%G 
Net investment income (loss) 2.61% 2.87% 2.53% 2.84%G 
Supplemental Data     
Net assets, end of period (000 omitted) $41,445 $40,564 $42,471 $41,975 
Portfolio turnover rateH 74% 115% 87% 190%G 

 A For the year ended February 29.

 B For the period June 19, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund Class F

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.03 $9.84 $10.10 $10.19 
Income from Investment Operations     
Net investment income (loss)C .256 .285 .245 .072 
Net realized and unrealized gain (loss) (.269) .194 (.229) (.029) 
Total from investment operations (.013) .479 .016 .043 
Distributions from net investment income (.257) (.286) (.243) (.068) 
Distributions from net realized gain (.010) (.003) (.033) (.065) 
Total distributions (.267) (.289) (.276) (.133) 
Net asset value, end of period $9.75 $10.03 $9.84 $10.10 
Total ReturnD,E (.12)% 4.94% .19% .43% 
Ratios to Average Net AssetsF     
Expenses before reductions .63% .63% .75% .66%G 
Expenses net of fee waivers, if any .23% .23% .23% .23%G 
Expenses net of all reductions .23% .23% .23% .23%G 
Net investment income (loss) 2.61% 2.87% 2.53% 3.62%G 
Supplemental Data     
Net assets, end of period (000 omitted) $2,974 $2,583 $1,396 $272 
Portfolio turnover rateH 74% 115% 87% 190%G 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund Class L

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.03 $9.84 $9.72 
Income from Investment Operations    
Net investment income (loss)C .256 .285 .073 
Net realized and unrealized gain (loss) (.272) .194 .118 
Total from investment operations (.016) .479 .191 
Distributions from net investment income (.254) (.286) (.068) 
Distributions from net realized gain (.010) (.003) (.003) 
Total distributions (.264) (.289) (.071) 
Net asset value, end of period $9.75 $10.03 $9.84 
Total ReturnD,E (.14)% 4.93% 1.97% 
Ratios to Average Net AssetsF    
Expenses before reductions .65% .65% .82%G 
Expenses net of fee waivers, if any .23% .23% .23%G 
Expenses net of all reductions .23% .23% .23%G 
Net investment income (loss) 2.60% 2.87% 2.52%G 
Supplemental Data    
Net assets, end of period (000 omitted) $107 $107 $102 
Portfolio turnover rateH 74% 115% 87% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Multi-Manager Fund Class N

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.03 $9.84 $9.72 
Income from Investment Operations    
Net investment income (loss)C .231 .261 .066 
Net realized and unrealized gain (loss) (.271) .193 .118 
Total from investment operations (.040) .454 .184 
Distributions from net investment income (.230) (.261) (.061) 
Distributions from net realized gain (.010) (.003) (.003) 
Total distributions (.240) (.264) (.064) 
Net asset value, end of period $9.75 $10.03 $9.84 
Total ReturnD,E (.39)% 4.68% 1.90% 
Ratios to Average Net AssetsF    
Expenses before reductions .90% .90% 1.07%G 
Expenses net of fee waivers, if any .48% .48% .48%G 
Expenses net of all reductions .48% .48% .48%G 
Net investment income (loss) 2.35% 2.62% 2.27%G 
Supplemental Data    
Net assets, end of period (000 omitted) $106 $107 $102 
Portfolio turnover rateH 74% 115% 87% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratio. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Core Income Multi-Manager Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund offers Core Income Multi-Manager, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers, Inc. (Strategic Advisers) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds, bank notes, foreign government and government agency obligations, municipal securities and U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. Asset backed securities, collateralized mortgage obligations, commercial mortgage securities and U.S. government agency mortgage securities are valued by pricing vendors who utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016 is included at the end of the Fund's Schedule of Investments.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date. Income and capital gain distributions from Underlying Funds, if any, are recorded on the ex-dividend date. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. The principal amount on inflation-indexed securities is periodically adjusted to the rate of inflation and interest is accrued based on the principal amount. The adjustments to principal due to inflation are reflected as increases or decreases to Interest in the accompanying Statement of Operations. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, market discount, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $334,943 
Gross unrealized depreciation (1,395,424) 
Net unrealized appreciation (depreciation) on securities $(1,060,481) 
Tax Cost $45,677,976 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(76,529) 
Net unrealized appreciation (depreciation) on securities and other investments $(1,060,533) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(76,529) 

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $1,181,698 $ 1,213,592 

To-Be-Announced (TBA) Securities and Mortgage Dollar Rolls. During the period, the Fund transacted in TBA securities that involved buying or selling mortgage-backed securities (MBS) on a forward commitment basis. A TBA transaction typically does not designate the actual security to be delivered and only includes an approximate principal amount; however delivered securities must meet specified terms defined by industry guidelines, including issuer, rate and current principal amount outstanding on underlying mortgage pools. The Fund may enter into a TBA transaction with the intent to take possession of or deliver the underlying MBS, or the Fund may elect to extend the settlement by entering into either a mortgage or reverse mortgage dollar roll. Mortgage dollar rolls are transactions where a fund sells TBA securities and simultaneously agrees to repurchase MBS on a later date at a lower price and with the same counterparty. Reverse mortgage dollar rolls involve the purchase and simultaneous agreement to sell TBA securities on a later date at a lower price. Transactions in mortgage dollar rolls and reverse mortgage dollar rolls are accounted for as purchases and sales and may result in an increase to the Fund's portfolio turnover rate.

Purchases and sales of TBA securities involve risks similar to those discussed above for delayed delivery and when-issued securities. Also, if the counterparty in a mortgage dollar roll or a reverse mortgage dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's right to repurchase or sell securities may be limited. Additionally, when a fund sells TBA securities without already owning or having the right to obtain the deliverable securities (an uncovered forward commitment to sell), it incurs a risk of loss because it could have to purchase the securities at a price that is higher than the price at which it sold them. A fund may be unable to purchase the deliverable securities if the corresponding market is illiquid.

TBA securities subject to a forward commitment to sell at period end are included at the end of the Fund's Schedule of Investments under the caption "TBA Sale Commitments." The proceeds and value of these commitments are reflected in the Fund's Statement of Assets and Liabilities as Receivable for TBA sale commitments and TBA sale commitments, at value, respectively.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

3. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities and U.S. government securities, aggregated $23,922,191 and $20,690,225, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed .65% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .33% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

Prudential Investment Management, Inc. (Prudential) has been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, Prudential has not been allocated any portion of the Fund's assets. Prudential in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $264 $264 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
Core Income Multi-Manager $5,742 .01 
Class L 14 .01 
Class N 14 .01 
 $5,770  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $62 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .30% of the Fund's average net assets until April 30, 2017. During the period, this waiver reduced the Fund's management fee by $131,600.

The investment adviser has also contractually agreed to reimburse Core Income Multi-Manager, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example sub-advisory fees and interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Core Income Multi-Manager .20% $46,629 
Class F .20% 2,941 
Class L .20% 121 
Class N .45% 118 

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended February 29, 2016 Year ended February 28, 2015 
From net investment income   
Core Income Multi-Manager $1,051,177 $1,138,079 
Class F 79,916 57,055 
Class L 2,746 3,000 
Class N 2,473 2,739 
Total $1,136,312 $1,200,873 
From net realized gain   
Core Income Multi-Manager $41,928 $11,915 
Class F 3,241 740 
Class L 109 32 
Class N 108 32 
Total $45,386 $12,719 

8. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Year ended February 29, 2016 Year ended February 28, 2015 Year ended February 29, 2016 Year ended February 28, 2015 
Core Income Multi-Manager     
Shares sold 195,744 178,582 $1,919,228 $1,772,447 
Reinvestment of distributions 111,363 115,800 1,093,091 1,149,986 
Shares redeemed (100,878) (563,747) (990,953) (5,557,087) 
Net increase (decrease) 206,229 (269,365) $2,021,366 $(2,634,654) 
Class F     
Shares sold 126,576 133,544 $1,246,918 $1,326,339 
Reinvestment of distributions 8,472 5,812 83,157 57,795 
Shares redeemed (87,452) (23,647) (854,747) (234,330) 
Net increase (decrease) 47,596 115,709 $475,328 $1,149,804 
Class L     
Shares sold – – $– $– 
Reinvestment of distributions 291 305 2,855 3,032 
Shares redeemed – – – – 
Net increase (decrease) 291 305 $2,855 $3,032 
Class N     
Shares sold – – $– $– 
Reinvestment of distributions 263 279 2,581 2,771 
Shares redeemed – – – – 
Net increase (decrease) 263 279 $2,581 $2,771 

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 88% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Core Income Multi-Manager Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Core Income Multi-Manager Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Core Income Multi-Manager Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals).

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Core Income Multi-Manager .23%    
Actual  $1,000.00 $1,008.80 $1.15 
Hypothetical-C  $1,000.00 $1,023.72 $1.16 
Class F .23%    
Actual  $1,000.00 $1,009.00 $1.15 
Hypothetical-C  $1,000.00 $1,023.72 $1.16 
Class L .23%    
Actual  $1,000.00 $1,008.80 $1.15 
Hypothetical-C  $1,000.00 $1,023.72 $1.16 
Class N .48%    
Actual  $1,000.00 $1,007.60 $2.40 
Hypothetical-C  $1,000.00 $1,022.48 $2.41 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

A total of 11.11% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Core Income Multi-Manager Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Prudential Investment Management, Inc. (PIM) and Pyramis Global Advisors, LLC (Pyramis) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, PIM and Pyramis (collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Core Income Multi-Manager Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class F was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class F had out-performed 60% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' 0.30% management fee waiver through April 30, 2016 and considered that the fund's maximum aggregate annual management fee rate may not exceed 0.65% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 0.20%, 0.20%, and 0.45%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any) exceed 0.20% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Core Income Multi-Manager Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each of the retail class, Class L, and Class F were below, and the total expenses of Class N were above, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board took into consideration that Strategic Advisers has agreed to waive 0.30% of its management fee through April 30, 2016 and also took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

ACF-L-ACF-N-ANN-0416
1.9585972.102


Strategic Advisers® International Fund

Offered exclusively to certain clients of Strategic Advisers, Inc. - not available for sale to the general public



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-3455 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Past 5 years Life of fundA 
Strategic Advisers® International Fund (13.60)% 1.48% 2.32% 

 A From March 23, 2006.


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® International Fund on March 23, 2006, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE Index performed over the same period.


Period Ending Values

$12,557Strategic Advisers® International Fund

$11,536MSCI EAFE Index

Management's Discussion of Fund Performance

Market Recap:  International equities suffered a setback for the year ending February 29, 2016, held back by a collapse in commodity prices that affected resources-related sectors and geographies in particular. The non-U.S. developed-markets MSCI EAFE Index returned -15.04% for the 12 months, hurt also by concerns about global economic growth. Stocks in developing markets fell further, with the MSCI Emerging Markets Index returning -23.13%. Commodity producers were pressured for much of the year, largely related to economic deceleration in China, the world's second-largest economy and a leading consumer of raw materials. Effects were exacerbated by U.S. dollar strength relative to global currencies, weighing on commodities priced in dollars and acutely affecting the equity returns of resources-related areas. Among regions within the MSCI EAFE Index, net energy consumer Japan (-10%) fared best; Asia Pacific ex Japan (-19%), worst. At the country level, only Denmark (+5%) and Israel (+3%) managed a gain, with several notching declines of greater than 20%. As for sectors, consumer staples (-2%) and telecommunication services (-6%) lost the least, whereas materials (-29%), financials (-22%) and energy (-21%) lost the most. Among emerging-markets countries, Hungary (+27%) proved the sole gainer. Meanwhile, Greece (-68%), Brazil (-40%), China (-29%) and India (-26%) headed the market's broad-based decline.

Comments from Portfolio Manager Wilfred Chilangwa:  For the year, the fund returned -13.60% and outpaced its benchmark, the MSCI EAFE Index. Relative to the benchmark, sub-adviser Massachusetts Financial Services' International Value strategy was the top contributor, as its quality-focused all-cap approach delivered favorable positioning in Japan and solid stock selection in the United Kingdom. Fidelity® International Discovery Fund, Fidelity® Overseas Fund and Fidelity® Diversified International Fund also were leading contributors. Growth stocks significantly outperformed value stocks during the period, so all three of these managers' emphasis on growth-oriented names was a tailwind to their results. These managers also were helped by their holdings of small-cap stocks, which substantially outpaced large-cap shares. On the downside, Oakmark International Fund's strategy of seeking companies trading at deep discounts to the manager's assessment of their intrinsic value was out of favor during the period. As a result, this manager had poor security selection across several sectors in Europe, Japan and Hong Kong. Manning & Napier World Opportunities Fund also was a slight detractor, and I eliminated our allocation here during the period. We added Arrowstreet Capital as a sub-adviser.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
Fidelity International Discovery Fund 6.8 7.1 
Harbor International Fund Institutional Class 6.0 8.0 
Fidelity Diversified International Fund 5.0 5.1 
Morgan Stanley Institutional Fund, Inc. - International Equity Portfolio Class A 4.6 4.7 
Oakmark International Fund Class I 4.3 4.7 
Artisan International Value Fund Investor Class 4.1 4.1 
iShares MSCI Japan ETF 3.9 4.0 
Henderson International Opportunities Fund Class A 3.3 3.4 
Fidelity Overseas Fund 3.1 3.1 
iShares MSCI EAFE Small-Cap ETF 1.9 1.6 
 43.0  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Stocks 33.3% 
   Europe Stock Funds 6.2% 
   Foreign Large Blend Funds 26.4% 
   Foreign Large Growth Funds 14.8% 
   Foreign Large Value Funds 1.3% 
   Foreign Small Mid Growth Funds 0.2% 
   Foreign Small Mid Blend Funds 1.9% 
   Other 5.4% 
   Sector Funds 1.0% 
   Short-Term Investments and Net Other Assets (Liabilities) 9.5% 


As of August 31, 2015 
   Stocks 31.7% 
   Europe Stock Funds 6.8% 
   Foreign Large Blend Funds 30.3% 
   Foreign Large Growth Funds 16.4% 
   Foreign Large Value Funds 1.4% 
   Foreign Small Mid Growth Funds 0.5% 
   Foreign Small Mid Blend Funds 1.6% 
   Other 5.6% 
   Sector Funds 1.0% 
   Short-Term Investments and Net Other Assets (Liabilities) 4.7% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 32.8%   
 Shares Value 
CONSUMER DISCRETIONARY - 3.5%   
Auto Components - 0.5%   
Aisin Seiki Co. Ltd. 259,000 $10,364,265 
Autoneum Holding AG 886 191,220 
Bridgestone Corp. 65,500 2,293,261 
Compagnie Plastic Omnium 41,680 1,330,776 
Continental AG 64,287 12,909,930 
DENSO Corp. 492,900 18,274,123 
Faurecia SA 24,144 823,541 
GKN PLC 7,544,265 28,876,334 
Keihin Corp. 20,600 283,379 
LEONI AG 14,204 415,886 
Michelin CGDE Series B 27,000 2,435,558 
Sumitomo Electric Industries Ltd. 185,700 2,226,856 
Tokai Rika Co. Ltd. 21,100 415,574 
Toyoda Gosei Co. Ltd. 56,900 1,087,565 
Valeo SA 87,132 12,113,721 
  94,041,989 
Automobiles - 0.2%   
Bayerische Motoren Werke AG (BMW) 51,814 4,209,268 
Fiat Chrysler Automobiles NV 220,685 1,523,258 
Fuji Heavy Industries Ltd. 131,500 4,302,264 
Geely Automobile Holdings Ltd. 1,570,000 581,328 
Maruti Suzuki India Ltd. (a) 40,015 1,898,813 
Peugeot Citroen SA (a) 45,781 691,264 
Renault SA 48,178 4,409,814 
Toyota Motor Corp. 242,400 12,638,155 
Yamaha Motor Co. Ltd. 50,700 754,646 
  31,008,810 
Distributors - 0.1%   
D'ieteren SA 5,853 216,484 
Inchcape PLC 880,089 9,052,394 
Jardine Cycle & Carriage Ltd. 45,800 1,255,754 
  10,524,632 
Hotels, Restaurants & Leisure - 0.8%   
Autogrill SpA (a) 42,546 336,714 
Carnival PLC 576,373 28,473,525 
Carnival PLC sponsored ADR 16,572 821,474 
Compass Group PLC 3,322,648 58,254,010 
Flight Centre Travel Group Ltd. 49,594 1,465,466 
Greene King PLC 95,179 1,200,223 
InterContinental Hotel Group PLC 173,841 6,529,719 
MGM China Holdings Ltd. 3,254,400 3,723,833 
Tabcorp Holdings Ltd. 127,508 391,338 
Tatts Group Ltd. 314,606 873,500 
The Restaurant Group PLC 88,124 665,405 
The Star Entertainment Group Ltd. 513,654 1,913,759 
TUI AG 840,906 12,610,237 
Whitbread PLC 356,744 19,469,103 
Yum! Brands, Inc. 63,948 4,634,312 
  141,362,618 
Household Durables - 0.3%   
Barratt Developments PLC 391,805 3,217,469 
Bellway PLC 11,707 418,440 
Berkeley Group Holdings PLC 100,921 4,563,769 
Casio Computer Co. Ltd. 150,600 2,773,906 
Haseko Corp. 116,700 1,010,016 
Nikon Corp. 1,345,800 20,480,903 
Nobia AB 53,241 511,463 
Panasonic Corp. 303,700 2,556,044 
Sony Corp. 477,400 10,032,328 
Steinhoff International Holdings NV:   
(Germany) 492,600 2,636,505 
(South Africa) 1,052,599 5,618,549 
Taylor Wimpey PLC 927,241 2,403,061 
Techtronic Industries Co. Ltd. 1,150,500 4,393,113 
  60,615,566 
Internet & Catalog Retail - 0.0%   
YOOX SpA (a) 47,523 1,401,013 
Zalando SE (a) 57,703 1,808,467 
  3,209,480 
Leisure Products - 0.0%   
Bandai Namco Holdings, Inc. 9,300 185,339 
Sankyo Co. Ltd. (Gunma) 88,500 3,249,381 
Yamaha Corp. 137,900 3,844,157 
  7,278,877 
Media - 0.9%   
Fuji Media Holdings, Inc. 91,300 1,044,330 
Grupo Televisa SA de CV (CPO) sponsored ADR 264,700 6,802,790 
ITV PLC 3,402,374 11,772,687 
ITV PLC ADR 7,700 264,264 
Lagardere S.C.A. (Reg.) 47,351 1,369,929 
Naspers Ltd. Class N 45,885 5,450,217 
Nippon Television Network Corp. 97,600 1,668,574 
NOS SGPS SA 180,496 1,254,497 
Pearson PLC 66,942 795,152 
ProSiebenSat.1 Media AG 175,011 9,000,485 
RELX NV 3,544,028 58,216,964 
RELX PLC 329,763 5,700,539 
SKY PLC 624,400 9,064,412 
Technicolor SA 177,287 1,079,447 
Telenet Group Holding NV (a) 49,578 2,610,108 
UBM PLC 1,096,858 9,014,938 
Vivendi SA 378,300 7,847,164 
Wolters Kluwer NV 211,655 8,011,510 
WPP PLC 1,036,973 21,841,155 
WPP PLC ADR 13,600 1,431,264 
  164,240,426 
Multiline Retail - 0.1%   
Dollarama, Inc. 57,221 3,330,914 
Harvey Norman Holdings Ltd. 355,461 1,212,735 
Next PLC 123,643 11,642,058 
  16,185,707 
Specialty Retail - 0.3%   
ABC-MART, Inc. 84,700 4,868,409 
BYGGmax Group AB 52,520 409,457 
Esprit Holdings Ltd. 10,009,200 8,943,622 
Grandvision NV 28,474 813,415 
H&M Hennes & Mauritz AB (B Shares) 51,719 1,676,030 
Inditex SA 309,522 9,550,283 
Kingfisher PLC 2,458,925 11,358,513 
Mobilezone Holding AG 23,498 323,583 
Nitori Holdings Co. Ltd. 17,500 1,344,101 
Super Retail Group Ltd. 21,261 123,525 
USS Co. Ltd. 903,200 14,215,834 
WH Smith PLC 54,746 1,376,902 
  55,003,674 
Textiles, Apparel & Luxury Goods - 0.3%   
Burberry Group PLC 252,922 4,646,789 
Christian Dior SA 34,287 6,055,511 
Compagnie Financiere Richemont SA Series A 280,933 17,839,438 
Global Brands Group Holding Ltd. (a) 2,064,000 244,133 
Hermes International SCA 8,081 2,764,743 
LVMH Moet Hennessy - Louis Vuitton SA 108,007 17,943,997 
LVMH Moet Hennessy - Louis Vuitton SA ADR 9,400 310,764 
Pandora A/S 58,052 7,357,196 
Safilo Group SpA (a) 16,276 152,890 
  57,315,461 
TOTAL CONSUMER DISCRETIONARY  640,787,240 
CONSUMER STAPLES - 5.4%   
Beverages - 0.9%   
Anheuser-Busch InBev SA NV 122,101 13,660,255 
Anheuser-Busch InBev SA NV ADR 85,555 9,539,383 
Asahi Group Holdings 31,900 937,449 
Carlsberg A/S Series B 92,808 8,033,069 
Coca-Cola Amatil Ltd. 174,892 1,062,296 
Coca-Cola Central Japan Co. Ltd. 354,800 6,131,600 
Coca-Cola HBC AG 69,110 1,322,623 
Davide Campari-Milano SpA 189,300 1,492,993 
Davide Campari-Milano SpA 346,700 2,734,393 
Diageo PLC 1,060,798 27,447,609 
Diageo PLC sponsored ADR 62,697 6,432,712 
Embotelladoras Arca S.A.B. de CV 332,733 2,029,616 
Fomento Economico Mexicano S.A.B. de CV:   
unit 102,100 956,857 
sponsored ADR 34,110 3,192,355 
Heineken Holding NV 181,837 13,225,669 
Heineken NV (Bearer) 395,456 31,903,395 
ITO EN Ltd. 334,000 9,480,278 
Kirin Holdings Co. Ltd. 189,000 2,489,675 
Pernod Ricard SA 263,024 28,072,279 
Suntory Beverage & Food Ltd. 47,600 2,016,751 
Treasury Wine Estates Ltd. 121,054 833,782 
  172,995,039 
Food & Staples Retailing - 0.4%   
AEON Co. Ltd. 124,600 1,633,965 
Alimentation Couche-Tard, Inc. Class B (sub. vtg.) 98,512 4,457,431 
Carrefour SA 119,654 3,175,390 
Casino Guichard Perrachon SA 41,726 1,886,022 
Colruyt NV 17,200 925,447 
Delhaize Freres & Compagnie Le Lion SA sponsored ADR 16,288 409,969 
Delhaize Group SA 27,741 2,805,329 
Distribuidora Internacional de Alimentacion SA 354,800 1,792,441 
FamilyMart Co. Ltd. 118,800 5,704,829 
J Sainsbury PLC 366,037 1,288,353 
Jeronimo Martins SGPS SA 300,150 4,252,899 
Koninklijke Ahold NV 112,981 2,485,167 
Magnit OJSC (a) 19,568 2,766,699 
Metro AG 316,851 7,822,657 
PriceSmart, Inc. 45,373 3,505,518 
Seven & i Holdings Co. Ltd. 162,500 6,479,063 
Sonae SGPS SA 508,638 526,762 
Sundrug Co. Ltd. 168,200 11,115,929 
Tsuruha Holdings, Inc. 27,200 2,300,317 
Wal-Mart de Mexico SA de CV Series V 751,500 1,769,942 
Wesfarmers Ltd. 235,506 6,570,732 
Woolworths Ltd. 283,607 4,635,521 
  78,310,382 
Food Products - 1.5%   
Ajinomoto Co., Inc. 120,000 2,940,560 
Aryzta AG 396,874 18,983,177 
Bakkafrost 29,706 1,065,013 
CJ CheilJedang Corp. 1,933 564,587 
Danone SA 1,279,229 88,967,745 
Kikkoman Corp. 30,000 987,149 
La Doria SpA 25,307 353,763 
Leroy Seafood Group ASA 13,235 558,144 
Lindt & Spruengli AG (participation certificate) 57 326,530 
M. Dias Branco SA 32,025 505,950 
Meiji Holdings Co. Ltd. 16,000 1,283,621 
Nestle SA 2,159,505 151,016,318 
Orkla ASA 46,042 379,808 
Toyo Suisan Kaisha Ltd. 318,000 11,393,062 
Viscofan Envolturas Celulosicas SA 22,333 1,336,465 
Yamazaki Baking Co. Ltd. 22,000 416,576 
  281,078,468 
Household Products - 0.8%   
Colgate-Palmolive Co. 745,949 48,964,092 
Henkel AG & Co. KGaA 6,502 576,820 
Reckitt Benckiser Group PLC 919,951 83,798,133 
Svenska Cellulosa AB (SCA) (B Shares) 194,810 5,840,762 
  139,179,807 
Personal Products - 0.8%   
AMOREPACIFIC Corp. 4,920 1,458,857 
Kao Corp. 836,500 42,203,363 
Kobayashi Pharmaceutical Co. Ltd. 144,700 12,366,691 
Kose Corp. 38,700 3,327,169 
L'Oreal SA 154,992 26,086,712 
Oriflame Holding AG (a) 25,139 386,106 
Pola Orbis Holdings, Inc. 28,000 2,058,405 
Shiseido Co. Ltd. 90,100 1,958,954 
Unilever NV:   
(Certificaten Van Aandelen) (Bearer) 250,153 10,788,552 
(NY Reg.) 128,127 5,459,491 
Unilever PLC 644,245 27,523,789 
Unilever PLC sponsored ADR 165,718 7,096,045 
  140,714,134 
Tobacco - 1.0%   
British American Tobacco PLC:   
(United Kingdom) 1,324,767 72,072,950 
sponsored ADR 51,058 5,546,941 
Imperial Tobacco Group PLC 302,859 15,691,614 
Japan Tobacco, Inc. 1,827,400 72,666,390 
KT&G Corp. 174,326 14,979,663 
Swedish Match Co. AB 9,340 301,848 
  181,259,406 
TOTAL CONSUMER STAPLES  993,537,236 
ENERGY - 1.4%   
Energy Equipment & Services - 0.1%   
Core Laboratories NV 37,012 3,884,039 
Saipem SpA 1,558,620 644,307 
Technip SA 205,833 10,197,738 
Tecnicas Reunidas SA 179,884 4,899,998 
Tenaris SA 191,812 2,081,483 
Tenaris SA sponsored ADR 61,930 1,339,546 
  23,047,111 
Oil, Gas & Consumable Fuels - 1.3%   
BP PLC 4,105,784 19,926,167 
BP PLC sponsored ADR 50,252 1,461,831 
Cairn Energy PLC (a) 2,632,480 6,005,324 
CNOOC Ltd. 22,849,000 23,801,575 
Enbridge, Inc. 386,411 13,648,619 
Eni SpA 1,337,249 18,701,711 
Galp Energia SGPS SA Class B 687,878 7,565,395 
Gazprom OAO sponsored ADR (Reg. S) 462,061 1,702,002 
Imperial Oil Ltd. 281,930 8,999,672 
INPEX Corp. 1,414,200 10,195,510 
Lukoil PJSC sponsored ADR 60,421 2,144,946 
Neste Oyj 47,287 1,487,164 
NOVATEK OAO GDR (Reg. S) 10,567 914,046 
Oil Search Ltd. ADR 1,281,386 6,109,456 
Royal Dutch Shell PLC:   
Class A (Netherlands) 855,576 19,519,140 
Class B sponsored ADR 76,915 3,515,785 
Class B (United Kingdom) 563,895 12,803,552 
Saras Raffinerie Sarde SpA (a) 318,128 513,922 
Statoil ASA 57,947 843,548 
Statoil ASA sponsored ADR 121,700 1,771,952 
Suncor Energy, Inc. 239,800 5,862,959 
Total SA 1,385,831 62,113,564 
Total SA sponsored ADR 16,700 746,657 
Tupras Turkiye Petrol Rafinelleri A/S (a) 72,531 1,856,602 
  232,211,099 
TOTAL ENERGY  255,258,210 
FINANCIALS - 6.4%   
Banks - 2.9%   
77 Bank Ltd. 64,000 226,739 
ABN AMRO Group NV GDR (a) 576,735 11,443,797 
Akbank T.A.S. 641,260 1,598,203 
Bank of Ireland (a) 16,506,981 4,680,952 
Bankinter SA 565,361 3,751,056 
Barclays PLC 18,783,105 44,623,294 
Barclays PLC sponsored ADR 217,119 2,049,603 
BNP Paribas SA 852,961 39,899,426 
BOC Hong Kong (Holdings) Ltd. 1,977,500 5,135,670 
CaixaBank SA 5,068,834 14,462,850 
Chiba Bank Ltd. 723,000 3,390,604 
Commerzbank AG 132,636 1,082,016 
Credicorp Ltd. (United States) 30,823 3,613,689 
DBS Group Holdings Ltd. 868,800 8,391,397 
DNB ASA 1,569,026 18,119,749 
Dubai Islamic Bank Pakistan Ltd. (a) 834,011 1,450,928 
HDFC Bank Ltd. (a) 245,364 4,010,884 
HDFC Bank Ltd. sponsored ADR 140,534 7,423,006 
Hokuhoku Financial Group, Inc. 311,000 462,896 
HSBC Holdings PLC:   
(Hong Kong) 5,380,500 34,085,704 
(United Kingdom) 5,254,903 33,417,696 
sponsored ADR 3,783 120,186 
ING Groep NV (Certificaten Van Aandelen) 2,360,053 28,134,985 
Intesa Sanpaolo SpA 7,677,028 19,391,177 
Joyo Bank Ltd. 1,020,000 3,532,969 
Jyske Bank A/S (Reg.) 91,110 3,975,603 
Kasikornbank PCL:   
NVDR 696,200 3,330,586 
(For. Reg.) 90,200 439,105 
KBC Groep NV 480,164 25,542,739 
Lloyds Banking Group PLC 48,838,989 49,011,161 
Mitsubishi UFJ Financial Group, Inc. 3,856,100 16,640,264 
Nordea Bank AB 559,531 5,597,369 
North Pacific Bank Ltd. 1,062,400 2,632,161 
PT Bank Central Asia Tbk 4,412,500 4,446,488 
Resona Holdings, Inc. 1,893,000 6,638,948 
Sberbank of Russia sponsored ADR 667,422 4,092,632 
Skandinaviska Enskilda Banken AB (A Shares) 128,446 1,261,679 
Societe Generale Series A 90,962 3,194,677 
Standard Chartered PLC (United Kingdom) 420,621 2,520,032 
Sumitomo Mitsui Financial Group, Inc. 1,903,900 53,423,788 
Svenska Handelsbanken AB (A Shares) 1,142,559 14,610,904 
Swedbank AB (A Shares) 220,502 4,454,097 
Sydbank A/S 120,810 3,291,206 
The Hachijuni Bank Ltd. 709,000 3,251,912 
The Toronto-Dominion Bank 230,393 8,927,942 
Turkiye Is Bankasi A/S Series C 952,645 1,452,188 
Westpac Banking Corp. 978,192 20,006,724 
Yapi ve Kredi Bankasi A/S 270,796 342,473 
Yes Bank Ltd. (a) 121,727 1,229,674 
  534,813,828 
Capital Markets - 0.8%   
Anima Holding SpA 73,788 447,507 
Azimut Holding SpA 455,281 8,801,080 
Banca Generali SpA 119,884 3,066,076 
CI Financial Corp. 129,211 2,862,124 
Daiwa Securities Group, Inc. 2,768,100 16,339,532 
Deutsche Bank AG 136,381 2,371,568 
GAM Holding Ltd. 416,800 5,990,065 
Julius Baer Group Ltd. 304,224 12,138,434 
Macquarie Group Ltd. 132,561 6,079,986 
Mediobanca SpA 1,137,000 7,742,903 
Nomura Holdings, Inc. 438,200 1,851,730 
Partners Group Holding AG 30,532 11,092,121 
Ratos AB (B Shares) 91,184 491,499 
Schroders PLC (non-vtg.) 11,351 317,558 
SVG Capital PLC (a) 68,378 459,680 
UBS Group AG 4,380,811 67,302,595 
  147,354,458 
Consumer Finance - 0.1%   
AEON Financial Service Co. Ltd. 309,400 6,913,605 
Hitachi Capital Corp. 44,000 944,032 
Provident Financial PLC 131,032 5,925,425 
  13,783,062 
Diversified Financial Services - 0.5%   
Cerved Information Solutions SpA 349,904 2,761,565 
Challenger Ltd. 1,941,300 10,419,734 
Deutsche Boerse AG 31,941 2,626,159 
Element Financial Corp. 483,896 5,125,077 
First Pacific Co. Ltd. 6,144,000 4,234,223 
Groupe Bruxelles Lambert SA 116,000 8,886,342 
Haci Omer Sabanci Holding A/S 283,300 833,137 
IG Group Holdings PLC 1,363,072 14,437,629 
Industrivarden AB:   
(A Shares) 60,870 1,047,221 
(C Shares) 83,139 1,284,686 
Investor AB:   
(A Shares) 33,977 1,111,157 
(B Shares) 505,155 16,821,095 
Mitsubishi UFJ Lease & Finance Co. Ltd. 217,300 937,279 
ORIX Corp. 1,626,000 21,285,823 
  91,811,127 
Insurance - 1.5%   
Admiral Group PLC 101,158 2,438,600 
AIA Group Ltd. 4,845,400 24,731,440 
Allianz SE 47,900 7,104,865 
Aviva PLC 6,657,858 40,397,204 
AXA SA 401,519 8,828,010 
BB Seguridade Participacoes SA 362,300 2,176,209 
Beazley PLC 218,882 1,094,611 
Dai-ichi Mutual Life Insurance Co. 246,500 2,983,677 
Delta Lloyd NV 618,100 3,870,335 
Euler Hermes SA 45,644 3,788,587 
Fairfax Financial Holdings Ltd. (sub. vtg.) 60,108 31,777,274 
Gjensidige Forsikring ASA 134,179 2,109,243 
Hannover Reuck SE 13,801 1,423,272 
Hiscox Ltd. 1,128,812 15,287,163 
Intact Financial Corp. 42,237 2,630,057 
Jardine Lloyd Thompson Group PLC 439,057 4,867,423 
MS&AD Insurance Group Holdings, Inc. 533,100 14,503,450 
NKSJ Holdings, Inc. 125,200 3,601,819 
Ping An Insurance (Group) Co. of China Ltd. (H Shares) 1,037,000 4,386,356 
Prudential PLC 339,549 5,912,969 
Prudential PLC ADR 64,279 2,237,552 
QBE Insurance Group Ltd. 219,479 1,655,824 
Sampo Oyj (A Shares) 219,334 9,897,231 
Sony Financial Holdings, Inc. 819,600 11,426,293 
Storebrand ASA (A Shares) (a) 428,214 1,686,285 
Swiss Re Ltd. 45,879 4,066,529 
T&D Holdings, Inc. 212,000 2,091,400 
Talanx AG 209,400 5,973,945 
Tokio Marine Holdings, Inc. 211,700 7,380,287 
Zurich Insurance Group AG 249,998 52,952,320 
  283,280,230 
Real Estate Investment Trusts - 0.1%   
Derwent London PLC 45,777 1,932,467 
Unibail-Rodamco 20,870 5,216,113 
Westfield Corp. unit 1,550,807 11,068,885 
  18,217,465 
Real Estate Management & Development - 0.5%   
Brookfield Asset Management, Inc. 162,783 4,990,927 
Brookfield Asset Management, Inc. Class A 80,355 2,466,477 
Cheung Kong Property Holdings Ltd. 1,227,600 6,281,585 
China Overseas Land and Investment Ltd. 758,000 2,251,181 
China Resources Land Ltd. 1,100,000 2,624,822 
Citycon Oyj 6,687 15,538 
Daiwa House Industry Co. Ltd. 289,200 7,914,434 
Deutsche Wohnen AG (Bearer) 970,082 25,723,028 
LEG Immobilien AG 166,441 13,701,025 
Lendlease Group unit 160,804 1,495,503 
Mobimo Holding AG 2,066 456,651 
Sponda Oyj 88,973 362,766 
Sumitomo Realty & Development Co. Ltd. 181,000 4,977,208 
TAG Immobilien AG 418,264 4,964,143 
Vonovia SE 772,203 24,125,979 
  102,351,267 
Thrifts & Mortgage Finance - 0.0%   
Aareal Bank AG 36,997 1,103,377 
Genworth Mortgage Insurance Ltd. 883,930 1,369,064 
Housing Development Finance Corp. Ltd. 146,468 2,276,959 
  4,749,400 
TOTAL FINANCIALS  1,196,360,837 
HEALTH CARE - 3.0%   
Biotechnology - 0.1%   
Actelion Ltd. 90,446 12,627,113 
Galapagos Genomics NV (a) 6,401 265,828 
  12,892,941 
Health Care Equipment & Supplies - 0.3%   
Coloplast A/S Series B 66,236 5,005,170 
DiaSorin S.p.A. 11,418 604,161 
Essilor International SA 55,060 6,567,708 
Hoya Corp. 179,500 6,486,554 
Nihon Kohden Corp. 518,800 12,681,155 
Sartorius Stedim Biotech 852 350,719 
Straumann Holding AG 8,709 2,830,316 
Sysmex Corp. 45,000 2,775,603 
Terumo Corp. 751,800 25,684,529 
Ypsomed Holding AG 3,197 455,296 
  63,441,211 
Health Care Providers & Services - 0.0%   
Estia Health Ltd. 131,971 547,269 
Japara Healthcare Ltd. 226,972 494,104 
Medipal Holdings Corp. 34,200 524,121 
Orpea 18,376 1,521,264 
Sonic Healthcare Ltd. 382,200 5,021,179 
Toho Holdings Co. Ltd. 28,900 599,242 
  8,707,179 
Health Care Technology - 0.0%   
M3, Inc. 98,800 2,351,840 
Life Sciences Tools & Services - 0.1%   
Eurofins Scientific SA 7,761 2,770,084 
Gerresheimer AG 18,147 1,301,736 
ICON PLC (a) 67,008 4,768,289 
Lonza Group AG 37,377 5,689,839 
  14,529,948 
Pharmaceuticals - 2.5%   
Astellas Pharma, Inc. 341,600 4,914,898 
AstraZeneca PLC:   
(United Kingdom) 14,584 829,198 
sponsored ADR 184,049 5,276,685 
Bayer AG 608,820 63,115,138 
Chugai Pharmaceutical Co. Ltd. 1,100 32,583 
Daiichi Sankyo Kabushiki Kaisha 262,400 5,478,535 
Dainippon Sumitomo Pharma Co. Ltd. 149,500 1,695,616 
GlaxoSmithKline PLC 1,369,555 26,542,058 
GlaxoSmithKline PLC sponsored ADR 122,074 4,720,602 
Kyowa Hakko Kirin Co., Ltd. 93,000 1,384,248 
Merck KGaA 61,300 5,228,787 
Novartis AG 1,127,237 80,887,863 
Novo Nordisk A/S:   
Series B 309,709 15,945,266 
Series B sponsored ADR 72,415 3,722,131 
Otsuka Holdings Co. Ltd. 23,200 819,990 
Roche Holding AG:   
(Bearer) 1,936 491,998 
(participation certificate) 435,627 111,701,449 
sponsored ADR 23,291 746,477 
Sanofi SA 482,705 38,248,708 
Santen Pharmaceutical Co. Ltd. 2,005,600 30,794,094 
Sawai Pharmaceutical Co. Ltd. 21,200 1,464,891 
Shionogi & Co. Ltd. 121,000 5,188,262 
Shire PLC 206,273 10,761,175 
Shire PLC sponsored ADR 22,500 3,512,475 
Taisho Pharmaceutical Holdings Co. Ltd. 16,300 1,286,170 
Takeda Pharmaceutical Co. Ltd. 52,300 2,489,583 
Teva Pharmaceutical Industries Ltd. sponsored ADR 488,148 27,141,029 
Valeant Pharmaceuticals International, Inc. (Canada) (a) 65,807 4,330,101 
  458,750,010 
TOTAL HEALTH CARE  560,673,129 
INDUSTRIALS - 4.5%   
Aerospace & Defense - 0.2%   
Airbus Group NV 98,217 6,338,605 
Cobham PLC 3,838,433 13,805,079 
Finmeccanica SpA (a) 127,406 1,321,538 
QinetiQ Group PLC 234,119 759,250 
Safran SA 176,838 11,024,909 
Thales SA 38,879 3,104,841 
  36,354,222 
Air Freight & Logistics - 0.3%   
Bollore Group 1,278,600 4,944,738 
Deutsche Post AG 166,662 3,951,251 
PostNL NV (a) 2,614,860 10,197,803 
Yamato Holdings Co. Ltd. 2,092,100 42,431,644 
  61,525,436 
Airlines - 0.3%   
Dart Group PLC 31,791 251,994 
easyJet PLC 360,041 7,546,913 
International Consolidated Airlines Group SA CDI 1,753,741 13,400,785 
Japan Airlines Co. Ltd. 823,000 29,448,199 
Ryanair Holdings PLC sponsored ADR 145,994 12,142,321 
  62,790,212 
Building Products - 0.2%   
Asahi Glass Co. Ltd. 188,000 910,002 
ASSA ABLOY AB (B Shares) 200,740 3,848,554 
Compagnie de St. Gobain 65,004 2,529,461 
Daikin Industries Ltd. 280,900 18,830,252 
Geberit AG (Reg.) 14,710 5,322,707 
Kingspan Group PLC (Ireland) 84,775 2,140,484 
Wienerberger AG 43,542 770,427 
  34,351,887 
Commercial Services & Supplies - 0.4%   
Brambles Ltd. 6,176,460 55,061,520 
Edenred SA 57,508 1,012,222 
Gategroup Holding AG 26,513 969,178 
Intrum Justitia AB 46,376 1,422,937 
Kaba Holding AG (B Shares) (Reg.) 486 292,281 
Regus PLC 203,580 820,306 
Secom Co. Ltd. 206,200 14,702,357 
  74,280,801 
Construction & Engineering - 0.2%   
ACS Actividades de Construccion y Servicios SA 68,372 1,782,480 
Balfour Beatty PLC (a) 3,424,290 11,981,970 
Koninklijke Boskalis Westminster NV 155,700 5,686,028 
Obayashi Corp. 115,500 1,052,441 
Taisei Corp. 672,000 4,073,117 
VINCI SA 108,821 7,555,071 
  32,131,107 
Electrical Equipment - 0.8%   
ABB Ltd. (Reg.) 200,024 3,567,236 
Fujikura Ltd. 180,000 832,027 
Furukawa Electric Co. Ltd. 828,000 1,767,576 
Gamesa Corporacion Tecnologica SA 111,631 2,119,089 
GS Yuasa Corp. 137,000 559,226 
Legrand SA 771,367 38,528,727 
Mitsubishi Electric Corp. 201,000 2,034,896 
Nexans SA (a) 50,516 2,033,292 
OSRAM Licht AG 18,584 872,549 
Prysmian SpA 342,000 6,994,440 
Schneider Electric SA 1,200,052 71,529,624 
Ushio, Inc. 23,600 324,436 
Vestas Wind Systems A/S 133,243 9,030,097 
  140,193,215 
Industrial Conglomerates - 0.3%   
Bidvest Group Ltd. 90,304 2,033,320 
CK Hutchison Holdings Ltd. 1,685,540 20,359,407 
DCC PLC (United Kingdom) 58,300 4,576,570 
Koninklijke Philips Electronics NV 514,400 13,060,510 
Nisshinbo Holdings, Inc. 48,400 454,377 
Rheinmetall AG 16,154 1,155,960 
Siemens AG 151,303 13,987,156 
Toshiba Corp. (a) 260,000 402,198 
  56,029,498 
Machinery - 0.8%   
Amada Holdings Co. Ltd. 34,600 320,770 
Atlas Copco AB:   
(A Shares) 201,260 4,535,534 
(B Shares) 81,160 1,713,850 
Daifuku Co. Ltd. 96,300 1,520,608 
Duerr AG 9,708 578,206 
Fanuc Corp. 55,200 8,105,585 
GEA Group AG 576,397 25,504,587 
Glory Ltd. 131,300 4,423,323 
IMI PLC 1,027,898 12,167,932 
JTEKT Corp. 80,900 1,104,465 
Komatsu Ltd. 310,700 4,748,995 
Kone Oyj (B Shares) 234,167 10,431,544 
Kubota Corp. 1,204,000 15,412,745 
Makino Milling Machine Co. Ltd. 90,000 548,768 
Makita Corp. 46,000 2,701,972 
Metso Corp. 19,057 422,916 
Mitsubishi Heavy Industries Ltd. 1,366,800 4,862,925 
Nordson Corp. 117,589 8,427,604 
Oc Oerlikon Corp. AG (Reg.) 105,881 1,039,193 
Sandvik AB 36,437 333,224 
Schindler Holding AG:   
(participation certificate) 113,325 19,010,453 
(Reg.) 5,814 988,700 
SMC Corp. 3,100 716,856 
Spirax-Sarco Engineering PLC 190,629 8,344,533 
Tadano Ltd. 158,000 1,352,664 
Wartsila Corp. 27,674 1,117,805 
  140,435,757 
Marine - 0.0%   
A.P. Moller - Maersk A/S Series B 1,011 1,328,660 
Dampskibsselskabet NORDEN A/S (a) 14 
Kawasaki Kisen Kaisha Ltd. 411,000 687,802 
  2,016,476 
Professional Services - 0.2%   
Adecco SA (Reg.) 57,085 3,330,197 
Capita Group PLC 213,409 2,976,274 
Hays PLC 256,768 410,633 
Intertek Group PLC 277,425 11,282,835 
Michael Page International PLC 1,726,067 8,884,173 
Randstad Holding NV 16,799 871,068 
SGS SA (Reg.) 8,604 17,388,955 
Temp Holdings Co., Ltd. 96,400 1,228,970 
  46,373,105 
Road & Rail - 0.3%   
Asciano Ltd. 1,245,100 7,882,681 
Aurizon Holdings Ltd. 401,461 1,166,229 
DSV de Sammensluttede Vognmaend A/S 78,425 3,216,216 
East Japan Railway Co. 376,400 32,961,189 
Stagecoach Group PLC 233,547 881,244 
West Japan Railway Co. 23,900 1,398,212 
  47,505,771 
Trading Companies & Distributors - 0.4%   
AerCap Holdings NV (a) 39,500 1,411,335 
Brenntag AG 345,779 16,832,967 
Bunzl PLC 1,110,509 29,877,645 
Itochu Corp. 105,000 1,237,866 
Mitsubishi Corp. 838,000 13,410,963 
Mitsui & Co. Ltd. 42,300 487,630 
Noble Group Ltd. 14,444,400 3,544,323 
Rexel SA 655,700 8,067,460 
Sumitomo Corp. 72,900 717,657 
Wolseley PLC 96,800 4,964,130 
  80,551,976 
Transportation Infrastructure - 0.1%   
Aena SA 85,600 9,749,660 
Astm SpA 16,984 185,684 
China Merchants Holdings International Co. Ltd. 4,000,840 11,084,797 
Groupe Eurotunnel SA 67,129 675,566 
  21,695,707 
TOTAL INDUSTRIALS  836,235,170 
INFORMATION TECHNOLOGY - 3.7%   
Communications Equipment - 0.3%   
Nokia Corp. 937,103 5,676,178 
Telefonaktiebolaget LM Ericsson (B Shares) 4,843,635 44,485,307 
  50,161,485 
Electronic Equipment & Components - 0.6%   
Alps Electric Co. Ltd. 146,400 2,402,504 
China High Precision Automation Group Ltd. (a) 1,073,000 
Delta Electronics, Inc. 555,132 2,246,180 
Flextronics International Ltd. (a) 887,100 9,633,906 
Halma PLC 1,230,850 15,204,282 
Hirose Electric Co. Ltd. 119,400 13,469,862 
Hitachi High-Technologies Corp. 32,200 855,435 
Hitachi Ltd. 9,062,400 38,335,393 
Ibiden Co. Ltd. 82,400 1,000,501 
Japan Aviation Electronics Industry Ltd. 33,000 343,090 
Jenoptik AG 30,186 398,980 
Keyence Corp. 8,800 4,548,215 
Largan Precision Co. Ltd. 52,000 3,965,585 
Murata Manufacturing Co. Ltd. 110,700 13,283,841 
Nippon Electric Glass Co. Ltd. 63,000 299,626 
OMRON Corp. 36,600 966,640 
Samsung Electro-Mechanics Co. Ltd. 5,742 251,103 
Spectris PLC 331,783 8,344,584 
Taiyo Yuden Co. Ltd. 71,900 736,554 
TDK Corp. 36,400 1,897,505 
  118,183,786 
Internet Software & Services - 0.2%   
Alibaba Group Holding Ltd. sponsored ADR (a) 155,807 10,721,080 
Baidu.com, Inc. sponsored ADR (a) 26,843 4,655,113 
JUST EAT Ltd. (a) 474,131 2,545,308 
NetEase, Inc. sponsored ADR 35,351 4,758,598 
Tencent Holdings Ltd. 361,400 6,612,725 
United Internet AG 26,986 1,324,282 
Yandex NV (a) 84,426 1,090,784 
  31,707,890 
IT Services - 0.7%   
Amadeus IT Holding SA Class A 1,083,285 43,797,153 
Bechtle AG 5,182 445,342 
Capgemini SA 94,526 7,887,069 
Cognizant Technology Solutions Corp. Class A (a) 263,996 15,042,492 
Computershare Ltd. 844,494 5,485,094 
Fujitsu Ltd. 602,000 2,202,430 
GFT Technologies AG 13,054 334,997 
IT Holdings Corp. 62,100 1,427,043 
Luxoft Holding, Inc. (a) 20,495 1,040,326 
MasterCard, Inc. Class A 99,924 8,685,394 
Nomura Research Institute Ltd. 920,600 31,417,821 
NTT Data Corp. 40,200 2,011,802 
OBIC Co. Ltd. 227,700 11,313,943 
SCSK Corp. 51,600 1,980,388 
Wirecard AG 35,785 1,423,234 
  134,494,528 
Semiconductors & Semiconductor Equipment - 0.9%   
ams AG 35,100 1,058,097 
Analog Devices, Inc. 597,063 31,638,368 
ARM Holdings PLC 310,190 4,262,494 
ARM Holdings PLC sponsored ADR 79,078 3,239,826 
ASM International NV (Netherlands) 110,727 4,691,698 
Chipbond Technology Corp. 668,000 1,044,975 
Dialog Semiconductor PLC (a) 70,648 2,339,449 
Infineon Technologies AG 1,400,741 17,001,374 
NVIDIA Corp. 603,487 18,925,352 
NXP Semiconductors NV (a) 98,119 6,989,998 
ROHM Co. Ltd. 41,300 1,762,373 
Shinko Electric Industries Co. Ltd. 91,900 527,063 
SK Hynix, Inc. 93,730 2,268,768 
SMA Solar Technology AG (a) 30,204 1,398,083 
STMicroelectronics NV 210,255 1,203,311 
STMicroelectronics NV 193,487 1,106,888 
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR 2,547,245 59,987,620 
Texas Instruments, Inc. 265,141 14,057,776 
Tokyo Electron Ltd. 21,000 1,265,827 
u-blox Holding AG 1,881 371,114 
Ulvac, Inc. 20,500 618,346 
  175,758,800 
Software - 0.6%   
Cadence Design Systems, Inc. (a) 809,682 17,448,647 
Capcom Co. Ltd. 15,300 318,932 
Check Point Software Technologies Ltd. (a) 130,274 10,821,861 
Constellation Software, Inc. 4,156 1,734,032 
Dassault Systemes SA 209,750 15,947,258 
Micro Focus International PLC 115,739 2,376,097 
Nexon Co. Ltd. 29,100 437,108 
Sage Group PLC 464,950 3,860,194 
SAP AG 602,023 45,394,524 
Software AG (Bearer) 7,292 258,325 
Synopsys, Inc. (a) 80,017 3,580,761 
Trend Micro, Inc. 42,300 1,539,370 
  103,717,109 
Technology Hardware, Storage & Peripherals - 0.4%   
Catcher Technology Co. Ltd. 300,000 2,346,500 
Fujifilm Holdings Corp. 282,900 10,603,152 
Hitachi Maxell Ltd. 15,300 220,875 
Konica Minolta, Inc. 21,300 178,587 
Logitech International SA (Reg.) 83,991 1,303,816 
NEC Corp. 3,816,700 9,665,565 
Neopost SA 150,607 3,214,498 
Samsung Electronics Co. Ltd. 43,325 41,178,841 
Seiko Epson Corp. 65,400 1,051,506 
  69,763,340 
TOTAL INFORMATION TECHNOLOGY  683,786,938 
MATERIALS - 1.9%   
Chemicals - 1.5%   
Akzo Nobel NV 1,062,959 62,412,482 
Arkema SA 106,200 6,515,873 
Clariant AG (Reg.) 985,085 16,495,364 
Croda International PLC 353,900 14,639,350 
CSM NV (exchangeable) 30,065 670,314 
Daicel Chemical Industries Ltd. 224,500 2,864,603 
Denki Kagaku Kogyo KK 1,568,000 5,554,425 
Dic Corp. 300,000 645,385 
Evonik Industries AG 59,223 1,792,324 
Givaudan SA 16,452 30,893,841 
HEXPOL AB (B Shares) 151,270 1,526,507 
Hitachi Chemical Co. Ltd. 48,600 790,907 
Johnson Matthey PLC 168,016 5,979,623 
Kemira Oyj 44,023 505,723 
Kuraray Co. Ltd. 686,700 7,508,732 
LG Chemical Ltd. 11,995 2,903,433 
Linde AG 281,909 39,407,700 
Mitsubishi Chemical Holdings Corp. 469,200 2,367,465 
Nippon Paint Holdings Co. Ltd. 665,900 13,329,369 
Nissan Chemical Industries Co. Ltd. 72,200 1,628,278 
Novozymes A/S Series B 66,171 2,846,853 
Orica Ltd. 1,347,816 13,708,552 
Sanyo Chemical Industries Ltd. 18,000 117,116 
Shin-Etsu Chemical Co. Ltd. 192,500 9,665,733 
Sumitomo Chemical Co. Ltd. 246,000 1,077,201 
Symrise AG 430,468 27,694,352 
Syngenta AG (Switzerland) 21,868 8,757,694 
Wacker Chemie AG 7,466 596,878 
  282,896,077 
Construction Materials - 0.0%   
CRH PLC 32,385 825,415 
HeidelbergCement Finance AG 9,460 696,808 
James Hardie Industries PLC CDI 116,461 1,488,752 
Lafargeholcim Ltd. (Reg.) 46,282 1,834,130 
  4,845,105 
Containers & Packaging - 0.1%   
Billerud AB 78,284 1,238,010 
Huhtamaki Oyj 8,450 280,642 
Smurfit Kappa Group PLC 368,608 8,537,082 
Toyo Seikan Group Holdings Ltd. 63,800 1,084,358 
  11,140,092 
Metals & Mining - 0.3%   
BHP Billiton PLC 659,219 6,630,758 
BHP Billiton PLC ADR 163,800 3,290,742 
Iluka Resources Ltd. 1,247,872 5,994,200 
MMC Norilsk Nickel PJSC sponsored ADR 162,430 1,965,403 
Rio Tinto PLC 719,846 19,076,512 
Rio Tinto PLC sponsored ADR 40,146 1,047,811 
Salzgitter AG 39,508 904,918 
South32 Ltd. (a) 5,475,500 4,885,173 
  43,795,517 
Paper & Forest Products - 0.0%   
Altri SGPS SA 60,446 228,634 
M-real OYJ (B Shares) 76,604 465,835 
Stora Enso Oyj (R Shares) 200,039 1,658,207 
UPM-Kymmene Corp. 206,130 3,509,333 
  5,862,009 
TOTAL MATERIALS  348,538,800 
TELECOMMUNICATION SERVICES - 2.0%   
Diversified Telecommunication Services - 0.4%   
Belgacom SA 33,458 1,058,251 
BT Group PLC 3,290,730 22,160,304 
BT Group PLC sponsored ADR 48,753 1,648,826 
Deutsche Telekom AG 106,475 1,781,006 
Elisa Corp. (A Shares) 59,649 2,134,205 
Hellenic Telecommunications Organization SA 425,011 3,527,717 
Inmarsat PLC 174,829 2,383,474 
Nippon Telegraph & Telephone Corp. 353,100 14,952,839 
Nippon Telegraph & Telephone Corp. sponsored ADR 71,881 3,070,038 
Orange SA 145,891 2,526,895 
Singapore Telecommunications Ltd. 2,457,700 6,509,683 
TDC A/S 2,254,712 9,601,725 
Telecom Italia SpA (a) 2,913,185 2,830,736 
Telefonica SA 89,577 893,187 
Telenor ASA 281,427 4,201,398 
TPG Telecom Ltd. 259,265 1,943,029 
  81,223,313 
Wireless Telecommunication Services - 1.6%   
China Mobile Ltd. 3,236,017 34,526,676 
KDDI Corp. 4,514,000 115,323,672 
Mobile TeleSystems OJSC (a) 561,454 1,735,143 
NTT DOCOMO, Inc. 382,700 8,907,995 
Philippine Long Distance Telephone Co. 57,605 2,213,657 
SK Telecom Co. Ltd. 190,508 35,836,210 
SoftBank Corp. 523,900 25,744,852 
Vodafone Group PLC 21,403,228 64,913,846 
Vodafone Group PLC sponsored ADR 125,159 3,804,834 
  293,006,885 
TOTAL TELECOMMUNICATION SERVICES  374,230,198 
UTILITIES - 1.0%   
Electric Utilities - 0.3%   
Chubu Electric Power Co., Inc. 117,100 1,543,673 
CLP Holdings Ltd. 315,700 2,751,906 
EDF SA 68,589 725,626 
Enel SpA 3,876,810 15,493,432 
Energias de Portugal SA 570,669 1,773,632 
Fortum Corp. 31,483 418,863 
Iberdrola SA 575,331 3,706,402 
Scottish & Southern Energy PLC 1,980,055 37,925,652 
Tokyo Electric Power Co., Inc. (a) 116,300 589,108 
  64,928,294 
Gas Utilities - 0.1%   
APA Group unit 1,307,002 8,134,650 
China Resource Gas Group Ltd. 3,246,000 8,471,763 
ENN Energy Holdings Ltd. 488,000 2,230,431 
Gas Natural SDG SA 101,203 1,775,261 
Rubis 18,207 1,350,604 
Snam Rete Gas SpA 326,621 1,768,756 
  23,731,465 
Independent Power and Renewable Electricity Producers - 0.0%   
Electric Power Development Co. Ltd. 143,300 4,423,934 
Multi-Utilities - 0.5%   
E.ON AG 223,251 2,017,130 
Engie 3,494,477 54,303,953 
National Grid PLC 973,269 12,998,785 
Veolia Environnement SA 833,450 18,821,485 
  88,141,353 
Water Utilities - 0.1%   
Guangdong Investment Ltd. 7,709,200 9,366,350 
TOTAL UTILITIES  190,591,396 
TOTAL COMMON STOCKS   
(Cost $5,992,805,404)  6,079,999,154 
Nonconvertible Preferred Stocks - 0.5%   
CONSUMER DISCRETIONARY - 0.3%   
Automobiles - 0.3%   
Bayerische Motoren Werke AG (BMW) (non-vtg.) 12,265 832,704 
Hyundai Motor Co. 81,300 6,658,047 
Porsche Automobil Holding SE (Germany) 109,386 4,947,147 
Volkswagen AG 348,809 40,866,967 
  53,304,865 
CONSUMER STAPLES - 0.2%   
Beverages - 0.1%   
Ambev SA sponsored ADR 3,109,734 13,496,246 
Household Products - 0.1%   
Henkel AG & Co. KGaA 314,740 31,787,479 
TOTAL CONSUMER STAPLES  45,283,725 
HEALTH CARE - 0.0%   
Biotechnology - 0.0%   
Grifols SA Class B 107,318 1,675,265 
Health Care Equipment & Supplies - 0.0%   
Sartorius AG (non-vtg.) 2,268 585,477 
TOTAL HEALTH CARE  2,260,742 
MATERIALS - 0.0%   
Metals & Mining - 0.0%   
Gerdau SA sponsored ADR 1,151,916 1,013,686 
TELECOMMUNICATION SERVICES - 0.0%   
Diversified Telecommunication Services - 0.0%   
Telecom Italia SpA (Risparmio Shares) 1,248,555 963,080 
TOTAL NONCONVERTIBLE PREFERRED STOCKS   
(Cost $135,456,239)  102,826,098 
Equity Funds - 57.2%   
Diversified Emerging Markets Funds - 0.0%   
Matthews Pacific Tiger Fund Investor Class 18,350 392,506 
Europe Stock Funds - 6.2%   
Henderson European Focus Fund Class A 38 1,133 
iShares Europe ETF 6,287,300 231,246,894 
iShares MSCI Italy Capped ETF 14,736,400 166,226,592 
iShares MSCI Spain Capped ETF 5,149,100 128,933,464 
Vanguard FTSE European ETF 7,517,928 342,591,979 
WisdomTree Europe Hedged Equity ETF 5,413,450 270,564,231 
TOTAL EUROPE STOCK FUNDS  1,139,564,293 
Foreign Large Blend Funds - 26.4%   
Artisan International Value Fund Investor Class 25,369,538 756,773,330 
Dodge & Cox International Stock Fund 62 1,982 
Fidelity Overseas Fund (b) 15,352,308 576,479,171 
Harbor International Fund Institutional Class 20,024,645 1,117,375,179 
Henderson International Opportunities Fund Class A 25,535,939 609,032,149 
Litman Gregory Masters International Fund Investor Class 13,060,867 189,251,967 
Morgan Stanley Institutional Fund, Inc. - International Equity Portfolio Class A 61,655,646 845,915,461 
Oakmark International Fund Class I 42,288,949 806,450,257 
T. Rowe Price Emerging Markets Stock Fund I Class 254 2,110 
TOTAL FOREIGN LARGE BLEND FUNDS  4,901,281,606 
Foreign Large Growth Funds - 14.8%   
American EuroPacific Growth Fund Class F-1 1,016,396 41,845,020 
Fidelity Canada Fund (b) 268,775 11,191,771 
Fidelity Diversified International Fund (b) 28,541,020 916,452,153 
Fidelity International Capital Appreciation Fund (b) 4,101,632 63,780,385 
Fidelity International Discovery Fund (b) 35,487,163 1,266,891,702 
Invesco International Growth Fund R5 Class 684 20,364 
Oppenheimer International Growth Fund Class I 9,849,941 334,602,489 
Thornburg International Value Fund Class I 4,987,889 111,429,449 
TOTAL FOREIGN LARGE GROWTH FUNDS  2,746,213,333 
Foreign Large Value Funds - 1.3%   
Pear Tree Polaris Foreign Value Fund Institutional Shares 15,628,165 248,644,102 
Foreign Small Mid Blend Funds - 1.9%   
Franklin International Small Cap Growth Fund Class A 65 1,099 
iShares MSCI EAFE Small-Cap ETF 7,823,384 360,110,366 
TOTAL FOREIGN SMALL MID BLEND FUNDS  360,111,465 
Foreign Small Mid Growth Funds - 0.2%   
MFS International New Discovery Fund Class A 57 1,478 
Thornburg International Growth Fund Class I 1,625,855 29,119,067 
Wasatch International Growth Fund Investor Class (a) 69 1,908 
TOTAL FOREIGN SMALL MID GROWTH FUNDS  29,122,453 
Sector Funds - 1.0%   
RS Global Natural Resources Fund Class A (a) 68 1,005 
SPDR DJ International Real Estate ETF 1,525,300 58,525,761 
Voya International Real Estate Fund Class A 14,578,934 116,777,262 
TOTAL SECTOR FUNDS  175,304,028 
Other - 5.4%   
Fidelity Japan Fund (b) 10,384,665 111,427,453 
Fidelity Japan Smaller Companies Fund (b) 5,956,222 79,753,819 
iShares MSCI Australia ETF 4,115,497 71,115,788 
iShares MSCI Japan ETF 65,439,205 712,632,942 
WisdomTree Japan Hedged Equity ETF 470,295 19,573,678 
TOTAL OTHER  994,503,680 
TOTAL EQUITY FUNDS   
(Cost $10,468,930,249)  10,595,137,466 
 Principal Amount  
U.S. Treasury Obligations - 0.5%   
U.S. Treasury Bills, yield at date of purchase 0.17% to 0.31% 3/10/16 to 5/26/16 (c)   
(Cost $86,068,711) $86,100,000 $86,066,692 
 Shares  
Money Market Funds - 8.9%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (d)   
(Cost $1,655,013,952) 1,655,013,952 1,655,013,952 
TOTAL INVESTMENT PORTFOLIO - 99.9%   
(Cost $18,338,274,555)  18,519,043,362 
NET OTHER ASSETS (LIABILITIES) - 0.1%  14,611,837 
NET ASSETS - 100%  $18,533,655,199 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/
(Depreciation) 
Purchased    
Equity Index Contracts    
6,852 CME NIKKEI
225 Index
Contracts (Japan) 
March 2016 $548,331,300 $(129,316,217) 
12,338 ICE E-mini MSCI
EAFE Index
Contracts (United States) 
March 2016 953,110,500 (30,552,359) 
TOTAL FUTURES
CONTRACTS 
  $(159,868,576) 

The face value of futures purchased as a percentage of Net Assets is 8.1%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Non-income producing

 (b) Affiliated Fund

 (c) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $86,066,692.

 (d) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Canada Fund $116,552,732 $-- $93,147,218 $424,255 $11,191,771 
Fidelity Diversified International Fund 1,269,750,988 13,322,937 233,242,533 9,380,638 916,452,153 
Fidelity International Capital Appreciation Fund 86,028,252 1,187,897 15,257,257 314,578 63,780,385 
Fidelity International Discovery Fund 1,706,675,613 14,554,537 281,755,346 14,375,389 1,266,891,702 
Fidelity Japan Fund 208,037,991 809,347 87,764,125 744,599 111,427,453 
Fidelity Japan Smaller Companies Fund 90,362,149 1,162,651 13,934,022 534,350 79,753,819 
Fidelity Overseas Fund 730,857,956 6,593,861 102,818,877 6,502,702 576,479,171 
Total $4,208,265,681 $37,631,230 $827,919,378 $32,276,511 $3,025,976,454 

Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $694,092,105 $322,260,772 $371,831,333 $-- 
Consumer Staples 1,038,820,961 371,329,773 667,491,188 -- 
Energy 255,258,210 75,074,222 180,183,988 -- 
Financials 1,196,360,837 590,664,169 605,696,668 -- 
Health Care 562,933,871 177,171,523 385,762,348 -- 
Industrials 836,235,170 493,351,197 342,883,973 -- 
Information Technology 683,786,938 401,681,772 282,105,166 -- 
Materials 349,552,486 224,292,565 125,259,921 -- 
Telecommunication Services 375,193,278 29,172,099 346,021,179 -- 
Utilities 190,591,396 93,071,795 97,519,601 -- 
Equity Funds 10,595,137,466 10,595,137,466 -- -- 
Other Short-Term Investments 86,066,692 -- 86,066,692 -- 
Money Market Funds 1,655,013,952 1,655,013,952 -- -- 
Total Investments in Securities: $18,519,043,362 $15,028,221,305 $3,490,822,057 $-- 
Derivative Instruments:     
Liabilities     
Futures Contracts $(159,868,576) $(159,868,576) $-- $-- 
Total Liabilities $(159,868,576) $(159,868,576) $-- $-- 
Total Derivative Instruments: $(159,868,576) $(159,868,576) $-- $-- 

The following is a summary of transfers between Level 1 and Level 2 for the period ended February 29, 2016. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers Total 
Level 1 to Level 2 $1,593,122,309 
Level 2 to Level 1 $221,034,746 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $0 $(159,868,576) 
Total Equity Risk (159,868,576) 
Total Value of Derivatives $0 $(159,868,576) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $15,582,282,091) 
$15,493,066,908  
Affiliated issuers (cost $2,755,992,464) 3,025,976,454  
Total Investments (cost $18,338,274,555)  $18,519,043,362 
Cash  440,003 
Foreign currency held at value (cost $2,738,631)  2,738,354 
Receivable for investments sold  38,300,654 
Unrealized appreciation on foreign currency contracts  133 
Receivable for fund shares sold  8,899,088 
Dividends receivable  18,060,736 
Interest receivable  134,026 
Prepaid expenses  11,848 
Other receivables  174,563 
Total assets  18,587,802,767 
Liabilities   
Payable for investments purchased $20,611,734  
Unrealized depreciation on foreign currency contracts 137  
Payable for fund shares redeemed 12,709,259  
Accrued management fee 1,949,734  
Payable for daily variation margin for derivative instruments 17,372,215  
Other affiliated payables 1,146,721  
Other payables and accrued expenses 357,768  
Total liabilities  54,147,568 
Net Assets  $18,533,655,199 
Net Assets consist of:   
Paid in capital  $18,531,940,813 
Undistributed net investment income  3,346,929 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (22,060,561) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  $20,428,018 
Net Assets, for 2,120,762,023 shares outstanding  $18,533,655,199 
Net Asset Value, offering price and redemption price per share ($18,533,655,199 ÷ 2,120,762,023 shares)  $8.74 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $348,324,045 
Affiliated issuers  32,276,511 
Interest  264,333 
Income before foreign taxes withheld  380,864,889 
Less foreign taxes withheld  (15,614,864) 
Total income  365,250,025 
Expenses   
Management fee $76,110,223  
Transfer agent fees 12,283,325  
Accounting fees and expenses 2,207,001  
Custodian fees and expenses 867,312  
Independent trustees' compensation 236,715  
Registration fees 394,910  
Audit 97,367  
Legal 162,777  
Miscellaneous 250,973  
Total expenses before reductions 92,610,603  
Expense reductions (51,943,019) 40,667,584 
Net investment income (loss)  324,582,441 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (net of foreign taxes of $549,145) (98,550,136)  
Affiliated issuers 17,765,197  
Foreign currency transactions (333,886)  
Futures contracts 67,473,002  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 152,790,840  
Affiliated issuers 5,814,560  
Total net realized gain (loss)  144,959,577 
Change in net unrealized appreciation (depreciation) on:
Investment securities (net of decrease in deferred foreign taxes of $986,761) 
(3,064,268,617)  
Assets and liabilities in foreign currencies (87,894)  
Futures contracts (227,325,823)  
Total change in net unrealized appreciation (depreciation)  $(3,291,682,334) 
Net gain (loss)  (3,146,722,757) 
Net increase (decrease) in net assets resulting from operations  $(2,822,140,316) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $324,582,441 $380,159,518 
Net realized gain (loss) 144,959,577 645,681,616 
Change in net unrealized appreciation (depreciation) (3,291,682,334) (804,232,021) 
Net increase (decrease) in net assets resulting from operations (2,822,140,316) 221,609,113 
Distributions to shareholders from net investment income (327,757,570) (401,865,396) 
Distributions to shareholders from net realized gain (341,695,966) (474,895,780) 
Total distributions (669,453,536) (876,761,176) 
Share transactions   
Proceeds from sales of shares 4,762,612,488 5,241,455,984 
Reinvestment of distributions 667,676,221 874,809,032 
Cost of shares redeemed (7,933,305,487) (3,739,871,538) 
Net increase (decrease) in net assets resulting from share transactions (2,503,016,778) 2,376,393,478 
Total increase (decrease) in net assets (5,994,610,630) 1,721,241,415 
Net Assets   
Beginning of period 24,528,265,829 22,807,024,414 
End of period (including undistributed net investment income of $3,346,929 and undistributed net investment income of $30,544,205, respectively) $18,533,655,199 $24,528,265,829 
Other Information   
Shares   
Sold 491,122,425 500,443,002 
Issued in reinvestment of distributions 66,194,482 87,392,576 
Redeemed (783,441,295) (359,399,880) 
Net increase (decrease) (226,124,388) 228,435,698 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Fund

Years ended February 28, 2016 A 2015 2014 2013 2012 A 
Selected Per–Share Data      
Net asset value, beginning of period $10.45 $10.77 $9.23 $8.52 $9.40 
Income from Investment Operations      
Net investment income (loss)B .16 .17 .18C .16 .15 
Net realized and unrealized gain (loss) (1.54) (.10) 1.55 .74 (.74) 
Total from investment operations (1.38) .07 1.73 .90 (.59) 
Distributions from net investment income (.16) (.18) (.13) (.17) (.13) 
Distributions from net realized gain (.17) (.21) (.06) (.02) (.16) 
Total distributions (.33) (.39) (.19) (.19) (.29) 
Net asset value, end of period $8.74 $10.45 $10.77 $9.23 $8.52 
Total ReturnD (13.60)% .85% 18.78% 10.65% (6.00)% 
Ratios to Average Net AssetsE      
Expenses before reductions .45% .41% .43% .43% .39% 
Expenses net of fee waivers, if any .20% .16% .17% .18% .14% 
Expenses net of all reductions .20% .16% .17% .17% .14% 
Net investment income (loss) 1.57% 1.63% 1.77%C 1.94% 1.71% 
Supplemental Data      
Net assets, end of period (000 omitted) $18,533,655 $24,528,266 $22,807,024 $13,664,047 $12,153,172 
Portfolio turnover rateF 28% 20% 11% 25% 18%G 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C Net Investment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.54%.

 D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. Fees and expenses of the Underlying Funds are not included in the Fund's annualized ratios. The Fund indirectly bears its proportionate share of the expenses of the Underlying Funds.

 F Amount does not include the portfolio activity of any Underlying Funds.

 G Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers International Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is offered exclusively to clients of Strategic Advisers, Inc. (Strategic Advisers), an affiliate of Fidelity Management & Research Company (FMR).

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016, including information on transfers between Levels 1 and 2 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on capital gains by certain countries in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, futures contracts, foreign currency transactions, certain foreign taxes, market discount, deferred trustees compensation, passive foreign investment companies (PFIC), and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $1,574,804,654 
Gross unrealized depreciation (1,455,627,597) 
Net unrealized appreciation (depreciation) on securities $119,177,057 
Tax Cost $18,399,866,305 

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income $3,460,894 
Net unrealized appreciation (depreciation) on securities and other investments $118,745,293 

The Fund intends to elect to defer to its next fiscal year $120,325,781 of capital losses recognized during the period November 1, 2015 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $335,851,041 $ 424,516,207 
Long-term Capital Gains 333,602,495 452,244,969 
Total $669,453,536 $ 876,761,176 

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $67,473,002 and a change in net unrealized appreciation (depreciation) of $(227,325,823) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities, aggregated $5,425,082,441 and $8,429,249,788, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .25% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.00% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .37% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. Arrowstreet Capital, Limited Partnership, Causeway Capital Management, LLC, Massachusetts Financial Services Company (MFS), Thompson, Siegel & Walmsley LLC and William Blair Investment Management, LLP (formerly William Blair & Company, LLC) each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

FIAM LLC (FIAM) (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, has been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, FIAM has not been allocated any portion of the Fund's assets. FIAM in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. The Fund does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .06% of average net assets.

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $1,233 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $25,736 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .25% of the Fund's average net assets until September 30, 2018. During the period, this waiver reduced the Fund's management fee by $51,610,694.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $158,192 for the period.

In addition, through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's expenses by $376.

In addition, during the period the investment adviser reimbursed and/or waived a portion of operating expenses in the amount of $173,757.

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

The Fund does not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the Fund within its principle investment strategies may represent a significant portion of an Underlying Fund's net assets.

At the end of the period, the Fund was the owner of record of 10% or more of the total outstanding shares of the following underlying Funds:

Fidelity International Discovery Fund 13% 
Fidelity Japan Fund 24% 
Fidelity Japan Smaller Companies Fund 15% 
Fidelity Overseas Fund 12% 

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers International Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers International Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers International Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-3455.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Actual .21% $1,000.00 $912.10 $1.00 
Hypothetical-C  $1,000.00 $1,023.82 $1.06 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period).

 C 5% return per year before expenses


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 29, 2016, $38,958,082, or, if subsequently determined to be different, the net capital gain of such year.

The fund designates 2% of the dividend distributed during December of the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

The fund designates 47% and 100% of the dividends distributed during April and December, respectively, of the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are $0.0057 and $0.0005; and $0.1654 and $0.0154, respectively, for the dividends paid April 13, 2015 and December 30, 2015.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers International Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Causeway Capital Management LLC (Causeway), Massachusetts Financial Services Company (MFS), Pyramis Global Advisors, LLC (Pyramis), Thompson, Siegel & Walmsley, LLC (Thompson, Siegel & Walmsley), and William Blair Investment Management LLC (William Blair) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, Causeway, MFS, Pyramis, Thompson, Siegel & Walmsley, and William Blair(collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2014, the cumulative total returns of the fund and the cumulative total returns of an appropriate benchmark index and peer group. The box within each chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers International Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the fund was in the second quartile for the one-year period and in the first quartile for the three- and five-year periods ended December 31, 2014. The Board also noted that the fund had out-performed 54%, 78%, and 82% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown and higher than its benchmark for the three- and five-year periods shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' proposal to extend the 0.25% management fee waiver through September 30, 2018 and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.00%. In considering the fund's management fee and management fee waiver and comparisons to other registered investment companies with investment objectives similar to those of the fund, the Board noted that shares of the fund are offered only to clients that participate in the Fidelity Portfolio Advisory Service managed account program.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers International Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type. The Board noted that the fund's total expenses were below the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board also took into consideration that Strategic Advisers has agreed to waive 0.25% of its management fee through September 30, 2018.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest.In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

SIT-ANN-0416
1.912865.105


Strategic Advisers® Core Income Fund

Offered exclusively to certain clients of Strategic Advisers, Inc. - not available for sale to the general public



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-3455 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Past 5 years Life of fundA 
Strategic Advisers® Core Income Fund (0.45)% 3.47% 5.07% 

 A From September 27, 2007


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Core Income Fund on September 27, 2007, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the Barclays® U.S. Aggregate Bond Index performed over the same period.


Period Ending Values

$15,177Strategic Advisers® Core Income Fund

$14,648Barclays® U.S. Aggregate Bond Index

Management's Discussion of Fund Performance

Market Recap:  U.S. taxable investment-grade bonds posted a modest return for the year ending February 29, 2016, amid an environment in which investors largely avoided riskier debt. The Barclays® U.S. Aggregate Bond Index returned 1.50%, with coupon (stated interest) payments more than making up for bond-price declines. Bond yields rose early in the period due to increased expectations for higher policy interest rates. The U.S. Federal Reserve, however, took no action to raise rates over the summer amid a dampened global economic outlook. Rate-hike expectations cooled in September, in an environment of decreased bond issuance, weaker economic data emanating from China and falling crude-oil prices. They then rose significantly in late October and November, as the U.S. economy continued to improve, leading to the Fed’s mid-December rate hike, its first since 2006. Bond prices rallied late in the period, partly because global investors faced with negative yields in Japan and parts of Europe were attracted to U.S. Treasury investments, which returned about 3% for the period, leading all major sectors. Conversely, investment-grade credit declined for the period, and securitized sectors managed positive returns that lagged on a risk-adjusted basis. Outside the index, U.S. corporate high-yield bonds fell sharply, according to Barclays, fueled by a broad retreat from risk assets.

Comments from Portfolio Manager Gregory Pappas:  For the year, the fund returned -0.45% and lagged its benchmark, the Barclays® U.S. Aggregate Bond Index. Relative to the benchmark, the Core Investment Grade strategy run by sub-adviser FIAM℠ was among the largest detractors, due to an overweighting in energy-related securities. PIMCO Total Return Fund performed well for most of the period, but reversed course in January and February when short-term U.S. Treasury yields fell after having risen earlier on. PIMCO was positioned for rising short-term yields, believing the Fed would raise interest rates several times in 2016, and maintained that strategy. Fidelity® Total Bond Fund was another detractor, as allocations to high-yield bonds and floating-rate bank loans worked against its performance. On the plus side, we had a few small contributors, including FIAM’s℠ Securitized strategy, which benefited from the relatively strong performance of government-agency collateralized mortgage obligations. DoubleLine Total Return Bond Fund was helped by its holdings of agency and non-agency mortgage-backed securities. I increased our allocations to sub-advisers FIAM℠ (Securitized strategy) and Prudential Investment Management. I also liquidated our position in BlackRock Strategic Income Opportunities Fund in order to allocate those assets to managers in which I had greater conviction.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
PIMCO Total Return Fund Institutional Class 21.3 21.3 
Fidelity Total Bond Fund 17.3 17.9 
Western Asset Core Plus Bond Fund Class I  7.7 7.6 
Metropolitan West Total Return Bond Fund Class M 7.4 7.2 
Fannie Mae 4.5 3.0 
JPMorgan Core Bond Fund Select Class 3.8 4.5 
U.S. Treasury Obligations 3.7 4.5 
DoubleLine Total Return Bond Fund Class N 3.7 3.3 
Western Asset Core Bond Fund Class I  3.2 2.8 
Prudential Total Return Bond Fund Class A 3.2 3.1 
 75.8  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Corporate Bonds 8.6% 
   U.S. Government and U.S. Government Agency Obligations 11.8% 
   Asset-Backed Securities 0.3% 
   CMOs and Other Mortgage Related Securities 1.9% 
   Municipal Securities 0.4% 
   High Yield Fixed-Income Funds 1.5% 
   Intermediate-Term Bond Funds 75.5% 
   Long Government Bond Funds 0.4% 
   Other Investments 0.3% 
 Short-Term Investments and Net Other Assets (Liabilities) (0.7)*


 * Short-Term Investments and Net Other Assets (Liabilities) are not included in the pie chart


As of August 31, 2015 
   Corporate Bonds 8.4% 
   U.S. Government and U.S. Government Agency Obligations 10.7% 
   Asset-Backed Securities 0.2% 
   CMOs and Other Mortgage Related Securities 1.8% 
   Municipal Securities 0.4% 
   High Yield Fixed-Income Funds 1.6% 
   Intermediate-Term Bond Funds 76.1% 
   Other Investments 0.4% 
   Short-Term Funds 0.9% 
 Short-Term Investments and Net Other Assets (Liabilities) (0.5)*


 * Short-Term Investments and Net Other Assets (Liabilities) are not included in the pie chart


Percentages in the above tables are adjusted for the effect of TBA Sale Commitments.

Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Nonconvertible Bonds - 8.6%   
 Principal Amount Value 
CONSUMER DISCRETIONARY - 0.8%   
Automobiles - 0.1%   
Ford Motor Co. 7.45% 7/16/31 $285,000 $349,211 
General Motors Co.:   
3.5% 10/2/18 3,180,000 3,189,222 
6.25% 10/2/43 1,365,000 1,335,842 
6.6% 4/1/36 2,468,000 2,536,761 
6.75% 4/1/46 4,114,000 4,301,343 
General Motors Financial Co., Inc.:   
2.625% 7/10/17 1,015,000 1,010,771 
3% 9/25/17 2,334,000 2,336,059 
3.25% 5/15/18 1,670,000 1,665,643 
3.5% 7/10/19 3,787,000 3,786,489 
4.25% 5/15/23 1,875,000 1,828,313 
4.375% 9/25/21 7,321,000 7,363,542 
4.75% 8/15/17 1,755,000 1,798,554 
  31,501,750 
Diversified Consumer Services - 0.0%   
Ingersoll-Rand Global Holding Co. Ltd.:   
4.25% 6/15/23 2,536,000 2,689,119 
6.875% 8/15/18 650,000 717,946 
  3,407,065 
Hotels, Restaurants & Leisure - 0.0%   
McDonald's Corp.:   
1.875% 5/29/19 1,400,000 1,405,565 
2.625% 1/15/22 680,000 680,829 
2.75% 12/9/20 1,005,000 1,034,196 
3.7% 1/30/26 3,139,000 3,276,451 
4.7% 12/9/35 1,368,000 1,416,046 
4.875% 12/9/45 2,147,000 2,256,048 
  10,069,135 
Household Durables - 0.1%   
D.R. Horton, Inc. 4% 2/15/20 19,700,000 20,044,750 
Toll Brothers Finance Corp.:   
4.375% 4/15/23 5,000,000 4,825,000 
5.875% 2/15/22 12,000,000 12,540,000 
  37,409,750 
Internet & Catalog Retail - 0.0%   
Amazon.com, Inc. 1.2% 11/29/17 350,000 349,578 
Media - 0.5%   
21st Century Fox America, Inc.:   
4.95% 10/15/45 1,800,000 1,754,521 
6.15% 3/1/37 2,054,000 2,180,508 
6.15% 2/15/41 1,725,000 1,859,826 
7.75% 12/1/45 1,484,000 1,870,489 
CBS Corp. 4.3% 2/15/21 270,000 284,601 
Charter Communications Operating LLC/Charter Communications Operating Capital Corp.:   
4.464% 7/23/22 (a) 6,002,000 6,096,213 
4.908% 7/23/25 (a) 7,565,000 7,743,239 
6.384% 10/23/35 (a) 2,010,000 2,100,231 
6.484% 10/23/45 (a) 570,000 598,732 
Comcast Corp.:   
4.6% 8/15/45 1,565,000 1,653,942 
5.7% 7/1/19 1,100,000 1,235,770 
DIRECTV Holdings LLC/DIRECTV Financing, Inc.:   
3.8% 3/15/22 3,100,000 3,185,489 
5.875% 10/1/19 1,592,000 1,780,894 
Discovery Communications LLC:   
3.25% 4/1/23 393,000 360,972 
5.625% 8/15/19 225,000 243,468 
NBCUniversal, Inc.:   
4.375% 4/1/21 225,000 248,323 
5.15% 4/30/20 3,135,000 3,528,966 
Nielsen Finance LLC/Nielsen Finance Co.:   
4.5% 10/1/20 2,000,000 2,055,000 
5% 4/15/22 (a) 10,000,000 10,125,000 
Scripps Networks Interactive, Inc. 3.95% 6/15/25 710,000 684,281 
Time Warner Cable, Inc.:   
4% 9/1/21 16,424,000 16,747,241 
5.5% 9/1/41 2,591,000 2,306,770 
5.875% 11/15/40 5,543,000 5,157,468 
6.55% 5/1/37 6,351,000 6,398,055 
6.75% 7/1/18 1,413,000 1,539,739 
7.3% 7/1/38 6,393,000 6,746,578 
8.25% 4/1/19 6,565,000 7,506,119 
8.75% 2/14/19 1,400,000 1,620,759 
Time Warner, Inc.:   
4% 1/15/22 1,125,000 1,164,390 
4.7% 1/15/21 2,175,000 2,343,432 
4.9% 6/15/42 7,000,000 6,141,674 
6.2% 3/15/40 2,433,000 2,581,707 
Viacom, Inc.:   
4.25% 9/1/23 6,988,000 6,829,289 
5.625% 9/15/19 775,000 831,504 
5.85% 9/1/43 270,000 228,668 
Walt Disney Co.:   
1.1% 12/1/17 300,000 300,216 
2.55% 2/15/22 335,000 344,043 
2.75% 8/16/21 200,000 208,387 
  118,586,504 
Multiline Retail - 0.1%   
Family Tree Escrow LLC 5.25% 3/1/20 (a) 10,175,000 10,683,750 
Specialty Retail - 0.0%   
Home Depot, Inc.:   
2.625% 6/1/22 260,000 265,980 
4.875% 2/15/44 525,000 589,629 
5.875% 12/16/36 300,000 374,403 
Lowe's Companies, Inc. 4.25% 9/15/44 310,000 318,610 
  1,548,622 
TOTAL CONSUMER DISCRETIONARY  213,556,154 
CONSUMER STAPLES - 0.5%   
Beverages - 0.4%   
Anheuser-Busch InBev Finance, Inc.:   
2.625% 1/17/23 1,010,000 998,176 
2.65% 2/1/21 10,553,000 10,740,748 
3.3% 2/1/23 11,365,000 11,683,015 
3.65% 2/1/26 12,330,000 12,717,051 
4.7% 2/1/36 10,761,000 11,283,888 
4.9% 2/1/46 12,306,000 13,190,838 
Anheuser-Busch InBev Worldwide, Inc. 5.375% 1/15/20 4,375,000 4,870,504 
Constellation Brands, Inc.:   
3.75% 5/1/21 15,610,000 15,961,225 
3.875% 11/15/19 5,215,000 5,401,176 
4.25% 5/1/23 7,537,000 7,810,216 
4.75% 11/15/24 5,595,000 5,860,763 
PepsiCo, Inc.:   
2.75% 3/5/22 900,000 929,720 
2.75% 3/1/23 680,000 697,719 
3.1% 7/17/22 260,000 273,207 
4.5% 1/15/20 1,925,000 2,123,371 
SABMiller Holdings, Inc. 3.75% 1/15/22 (a) 1,593,000 1,673,266 
  106,214,883 
Food & Staples Retailing - 0.0%   
CVS Health Corp.:   
3.5% 7/20/22 1,275,000 1,331,767 
4.875% 7/20/35 325,000 349,206 
5.125% 7/20/45 125,000 140,279 
5.3% 12/5/43 40,000 45,373 
5.75% 6/1/17 1,005,000 1,059,950 
Kroger Co. 2.3% 1/15/19 170,000 172,981 
Wal-Mart Stores, Inc.:   
5.25% 9/1/35 1,000,000 1,183,698 
5.625% 4/1/40 525,000 637,220 
Walgreens Boots Alliance, Inc. 3.3% 11/18/21 2,632,000 2,649,840 
  7,570,314 
Food Products - 0.0%   
CF Industries Holdings, Inc.:   
4.95% 6/1/43 125,000 98,285 
5.375% 3/15/44 330,000 278,676 
6.875% 5/1/18 120,000 129,441 
ConAgra Foods, Inc. 1.9% 1/25/18 919,000 918,221 
General Mills, Inc. 5.65% 2/15/19 440,000 487,048 
H.J. Heinz Co.:   
5% 7/15/35 (a) 190,000 198,099 
5.2% 7/15/45 (a) 135,000 145,379 
Kraft Foods Group, Inc. 5.375% 2/10/20 1,750,000 1,936,562 
The J.M. Smucker Co. 3.5% 3/15/25 310,000 320,014 
Tyson Foods, Inc. 3.95% 8/15/24 450,000 474,517 
Unilever Capital Corp. 4.25% 2/10/21 375,000 415,777 
  5,402,019 
Household Products - 0.0%   
Procter & Gamble Co. 3.1% 8/15/23 1,005,000 1,066,141 
Tobacco - 0.1%   
Altria Group, Inc.:   
2.85% 8/9/22 1,570,000 1,577,564 
4% 1/31/24 1,305,000 1,403,024 
9.25% 8/6/19 449,000 549,911 
Philip Morris International, Inc.:   
3.875% 8/21/42 900,000 855,198 
5.65% 5/16/18 2,400,000 2,619,110 
Reynolds American, Inc.:   
2.3% 6/12/18 2,234,000 2,257,879 
4% 6/12/22 1,548,000 1,671,225 
5.7% 8/15/35 1,287,000 1,453,127 
6.15% 9/15/43 1,299,000 1,539,544 
6.75% 6/15/17 1,810,000 1,942,999 
7.25% 6/15/37 2,443,000 3,062,330 
  18,931,911 
TOTAL CONSUMER STAPLES  139,185,268 
ENERGY - 1.2%   
Energy Equipment & Services - 0.1%   
DCP Midstream LLC:   
4.75% 9/30/21 (a) 2,017,000 1,368,791 
5.35% 3/15/20 (a) 2,258,000 1,700,405 
5.85% 5/21/43 (a)(b) 7,892,000 4,182,760 
El Paso Pipeline Partners Operating Co. LLC 5% 10/1/21 1,212,000 1,130,325 
Halliburton Co.:   
3.8% 11/15/25 2,686,000 2,542,522 
4.75% 8/1/43 310,000 258,737 
4.85% 11/15/35 2,345,000 2,049,736 
5% 11/15/45 3,983,000 3,529,806 
6.7% 9/15/38 170,000 177,959 
Nabors Industries, Inc. 4.625% 9/15/21 740,000 496,937 
  17,437,978 
Oil, Gas & Consumable Fuels - 1.1%   
Anadarko Petroleum Corp.:   
6.375% 9/15/17 1,034,000 1,050,575 
6.95% 7/1/24 300,000 284,332 
Apache Corp. 3.25% 4/15/22 270,000 235,429 
BP Capital Markets PLC 3.245% 5/6/22 2,960,000 2,919,176 
Buckeye Partners LP 2.65% 11/15/18 125,000 115,430 
Chesapeake Energy Corp.:   
5.75% 3/15/23 7,360,000 1,545,600 
6.125% 2/15/21 35,845,000 7,527,450 
6.625% 8/15/20 28,840,000 6,489,000 
8% 12/15/22 (a) 8,662,000 3,378,180 
Chevron Corp.:   
1.961% 3/3/20 650,000 641,188 
2.355% 12/5/22 1,990,000 1,910,123 
4.95% 3/3/19 975,000 1,055,656 
CNOOC Nexen Finance 2014 ULC 1.625% 4/30/17 970,000 966,486 
Columbia Pipeline Group, Inc.:   
2.45% 6/1/18 (a) 949,000 910,503 
3.3% 6/1/20 (a) 4,641,000 4,345,772 
4.5% 6/1/25 (a) 1,418,000 1,289,387 
5.8% 6/1/45 (a) 1,779,000 1,505,625 
ConocoPhillips Co. 2.4% 12/15/22 1,425,000 1,240,461 
DCP Midstream Operating LP:   
2.5% 12/1/17 1,182,000 1,078,856 
2.7% 4/1/19 1,070,000 877,567 
3.875% 3/15/23 17,626,000 12,700,203 
5.6% 4/1/44 3,773,000 2,305,571 
Devon Energy Corp.:   
2.25% 12/15/18 730,000 636,140 
5% 6/15/45 740,000 489,685 
Ecopetrol SA:   
4.125% 1/16/25 270,000 207,090 
5.875% 5/28/45 150,000 104,625 
El Paso Corp. 6.5% 9/15/20 12,030,000 12,152,357 
Empresa Nacional de Petroleo 4.375% 10/30/24 (a) 1,786,000 1,728,957 
Enable Midstream Partners LP:   
2.4% 5/15/19 1,148,000 884,411 
3.9% 5/15/24 1,210,000 772,983 
Enbridge Energy Partners LP 4.2% 9/15/21 2,044,000 1,808,678 
EnLink Midstream Partners LP 4.15% 6/1/25 355,000 245,130 
Enterprise Products Operating LP:   
3.75% 2/15/25 2,040,000 1,934,734 
4.85% 3/15/44 550,000 472,055 
6.5% 1/31/19 2,075,000 2,226,351 
EOG Resources, Inc.:   
3.9% 4/1/35 205,000 173,565 
4.1% 2/1/21 285,000 290,029 
Exxon Mobil Corp.:   
2.397% 3/6/22 1,250,000 1,253,365 
4.114% 3/1/46 630,000 630,000 
Kinder Morgan Energy Partners LP:   
4.15% 3/1/22 885,000 793,776 
6.85% 2/15/20 595,000 611,809 
Kinder Morgan, Inc.:   
3.05% 12/1/19 36,454,000 33,652,510 
4.3% 6/1/25 28,137,000 25,447,272 
Marathon Petroleum Corp. 5.125% 3/1/21 2,870,000 2,873,467 
Motiva Enterprises LLC 5.75% 1/15/20 (a) 1,497,000 1,542,034 
MPLX LP 4% 2/15/25 703,000 533,190 
Nakilat, Inc. 6.067% 12/31/33 (a) 666,000 725,940 
Noble Energy, Inc.:   
5.25% 11/15/43 70,000 51,307 
6% 3/1/41 230,000 174,313 
Occidental Petroleum Corp.:   
2.7% 2/15/23 405,000 379,536 
3.125% 2/15/22 472,000 470,168 
4.1% 2/1/21 1,075,000 1,135,550 
ONEOK Partners LP 3.375% 10/1/22 950,000 750,692 
Petrobras Global Finance BV:   
5.625% 5/20/43 8,280,000 4,810,266 
7.25% 3/17/44 45,996,000 29,966,394 
Petrobras International Finance Co. Ltd. 6.75% 1/27/41 2,000,000 1,250,000 
Petroleos Mexicanos:   
4.25% 1/15/25 (a) 1,040,000 917,800 
4.875% 1/18/24 2,616,000 2,425,817 
6.375% 2/4/21 (a) 2,660,000 2,765,735 
6.375% 1/23/45 11,698,000 10,147,430 
6.5% 6/2/41 49,530,000 43,279,314 
Phillips 66 Co. 4.3% 4/1/22 1,979,000 2,018,414 
Plains All American Pipeline LP/PAA Finance Corp. 3.65% 6/1/22 5,776,000 4,758,009 
Schlumberger Investment SA 3.65% 12/1/23 210,000 212,352 
Shell International Finance BV:   
2% 11/15/18 2,220,000 2,206,276 
3.25% 5/11/25 1,165,000 1,134,987 
4.3% 9/22/19 425,000 448,834 
4.375% 3/25/20 825,000 873,808 
Southwestern Energy Co.:   
3.3% 1/23/18 1,818,000 1,308,960 
4.05% 1/23/20 3,298,000 2,127,210 
4.95% 1/23/25 22,619,000 13,005,925 
Spectra Energy Partners, LP:   
2.95% 9/25/18 585,000 575,951 
4.6% 6/15/21 390,000 398,606 
4.75% 3/15/24 6,000,000 5,971,974 
Sunoco Logistics Partner Operations LP 5.35% 5/15/45 350,000 259,808 
Targa Resources Partners LP/Targa Resources Partners Finance Corp. 4.25% 11/15/23 10,300,000 7,828,000 
The Williams Companies, Inc.:   
3.7% 1/15/23 2,512,000 1,858,880 
4.55% 6/24/24 12,246,000 9,184,500 
Total Capital International SA 2.7% 1/25/23 500,000 479,589 
Transcontinental Gas Pipe Line Corp. 6.4% 4/15/16 482,000 482,353 
Valero Energy Corp. 4.9% 3/15/45 130,000 104,323 
Western Gas Partners LP:   
4% 7/1/22 270,000 213,636 
5.375% 6/1/21 2,668,000 2,279,107 
Williams Partners LP:   
3.6% 3/15/22 160,000 125,673 
4.125% 11/15/20 394,000 323,370 
4.3% 3/4/24 2,607,000 2,037,858 
5.1% 9/15/45 270,000 183,973 
5.25% 3/15/20 150,000 131,726 
5.4% 3/4/44 160,000 111,577 
6.3% 4/15/40 55,000 42,712 
XTO Energy, Inc. 5.5% 6/15/18 225,000 245,375 
  306,020,811 
TOTAL ENERGY  323,458,789 
FINANCIALS - 3.8%   
Banks - 2.0%   
Abbey National Treasury Services PLC 2.35% 9/10/19 295,000 293,320 
Banco Nacional de Desenvolvimento Economico e Social:   
3.375% 9/26/16 (a) 3,390,000 3,381,525 
4% 4/14/19 (a) 4,035,000 3,712,200 
5.75% 9/26/23 (a) 2,168,000 1,891,580 
Bank of America Corp.:   
3.3% 1/11/23 15,132,000 15,124,283 
3.875% 8/1/25 708,000 726,622 
3.95% 4/21/25 20,406,000 19,757,436 
4% 1/22/25 40,786,000 39,670,992 
4.1% 7/24/23 15,799,000 16,452,131 
4.2% 8/26/24 2,028,000 2,030,355 
4.25% 10/22/26 3,838,000 3,801,731 
4.45% 3/3/26 5,358,000 5,358,000 
5.49% 3/15/19 800,000 872,354 
5.65% 5/1/18 1,325,000 1,414,481 
5.875% 1/5/21 1,630,000 1,839,506 
6% 9/1/17 1,005,000 1,060,918 
Barclays PLC:   
2.75% 11/8/19 3,769,000 3,701,083 
4.375% 1/12/26 1,015,000 979,502 
BNP Paribas SA 2.375% 5/21/20 495,000 489,042 
Capital One NA 2.95% 7/23/21 5,911,000 5,863,032 
CIT Group, Inc.:   
3.875% 2/19/19 800,000 796,000 
5% 8/15/22 3,000,000 3,011,250 
5% 8/1/23 7,000,000 7,000,000 
Citigroup, Inc.:   
1.85% 11/24/17 7,690,000 7,665,269 
2.05% 12/7/18 50,590,000 50,287,320 
3.7% 1/12/26 1,865,000 1,903,421 
4.05% 7/30/22 1,159,000 1,181,131 
4.4% 6/10/25 5,137,000 5,122,031 
4.45% 9/29/27 2,430,000 2,391,237 
4.5% 1/14/22 2,773,000 2,976,538 
5.5% 9/13/25 7,460,000 7,992,122 
Citizens Bank NA 2.3% 12/3/18 3,955,000 3,959,999 
Citizens Financial Group, Inc.:   
4.15% 9/28/22 (a) 2,461,000 2,520,091 
4.3% 12/3/25 9,918,000 10,185,865 
Commonwealth Bank of Australia 2.3% 3/12/20 600,000 600,646 
Credit Suisse AG 6% 2/15/18 2,745,000 2,906,129 
Credit Suisse Group Funding Guernsey Ltd.:   
3.75% 3/26/25 16,272,000 15,371,963 
3.8% 9/15/22 10,230,000 10,025,983 
Credit Suisse New York Branch:   
1.7% 4/27/18 52,318,000 51,765,993 
4.375% 8/5/20 650,000 689,433 
Discover Bank:   
2% 2/21/18 4,000,000 3,951,772 
4.2% 8/8/23 2,424,000 2,462,774 
7% 4/15/20 3,143,000 3,543,808 
Export-Import Bank of Korea 5.125% 6/29/20 800,000 899,998 
Fifth Third Bancorp:   
4.5% 6/1/18 520,000 547,230 
8.25% 3/1/38 603,000 849,161 
HBOS PLC 6.75% 5/21/18 (a) 773,000 831,215 
HSBC Holdings PLC:   
4% 3/30/22 3,700,000 3,849,384 
4.25% 3/14/24 1,872,000 1,842,615 
Huntington Bancshares, Inc. 7% 12/15/20 404,000 479,378 
ING Bank NV 5.8% 9/25/23 (a) 1,690,000 1,811,026 
Intesa Sanpaolo SpA 5.017% 6/26/24 (a) 25,900,000 23,801,789 
JPMorgan Chase & Co.:   
2.2% 10/22/19 1,621,000 1,620,073 
2.35% 1/28/19 1,528,000 1,543,155 
3.2% 1/25/23 2,750,000 2,787,106 
3.25% 9/23/22 1,460,000 1,483,792 
3.375% 5/1/23 425,000 419,512 
3.625% 5/13/24 3,205,000 3,290,356 
3.875% 9/10/24 11,432,000 11,487,319 
4.125% 12/15/26 11,579,000 11,747,185 
4.25% 10/15/20 1,747,000 1,867,913 
4.35% 8/15/21 4,947,000 5,363,834 
4.625% 5/10/21 1,718,000 1,877,052 
4.85% 2/1/44 140,000 155,930 
4.95% 3/25/20 4,618,000 5,029,976 
6.3% 4/23/19 900,000 1,010,030 
Lloyds Bank PLC 2.3% 11/27/18 275,000 275,954 
Peoples United Bank 4% 7/15/24 300,000 295,293 
PNC Bank NA 3.25% 6/1/25 1,060,000 1,071,304 
PNC Financial Services Group, Inc.:   
2.854% 11/9/22 275,000 274,152 
3.9% 4/29/24 375,000 387,419 
Rabobank Nederland 4.375% 8/4/25 7,713,000 7,756,686 
Regions Bank 6.45% 6/26/37 2,533,000 3,036,107 
Regions Financial Corp. 2% 5/15/18 3,125,000 3,097,291 
Royal Bank of Canada 4.65% 1/27/26 10,165,000 10,253,161 
Royal Bank of Scotland Group PLC:   
5.125% 5/28/24 21,274,000 20,376,918 
6% 12/19/23 24,750,000 25,002,896 
6.1% 6/10/23 26,988,000 27,325,350 
6.125% 12/15/22 5,889,000 6,181,542 
6.4% 10/21/19 600,000 647,977 
Santander UK Group Holdings PLC 2.875% 10/16/20 550,000 539,220 
Societe Generale 4.25% 4/14/25 (a) 24,400,000 22,494,848 
Sumitomo Mitsui Banking Corp. 3.95% 7/19/23 250,000 263,823 
Svenska Handelsbanken AB 2.5% 1/25/19 585,000 594,528 
Wells Fargo & Co.:   
3% 2/19/25 2,150,000 2,139,239 
3.45% 2/13/23 2,700,000 2,736,434 
4.125% 8/15/23 280,000 296,648 
4.48% 1/16/24 1,094,000 1,162,820 
4.65% 11/4/44 1,160,000 1,134,883 
5.625% 12/11/17 1,975,000 2,111,224 
  550,781,614 
Capital Markets - 0.9%   
Affiliated Managers Group, Inc. 4.25% 2/15/24 1,351,000 1,392,191 
Deutsche Bank AG 4.5% 4/1/25 9,996,000 8,472,949 
Deutsche Bank AG London Branch 1.875% 2/13/18 595,000 580,346 
Goldman Sachs Group, Inc.:   
1.748% 9/15/17 10,433,000 10,425,207 
2.625% 1/31/19 8,273,000 8,335,908 
2.9% 7/19/18 4,471,000 4,533,514 
3.625% 1/22/23 2,800,000 2,848,591 
3.75% 5/22/25 2,425,000 2,456,038 
3.85% 7/8/24 1,900,000 1,942,655 
5.25% 7/27/21 2,497,000 2,769,860 
5.75% 1/24/22 3,211,000 3,648,447 
5.95% 1/18/18 1,219,000 1,299,803 
6.15% 4/1/18 1,600,000 1,724,547 
6.75% 10/1/37 36,768,000 42,032,332 
Lazard Group LLC:   
4.25% 11/14/20 2,944,000 3,020,844 
6.85% 6/15/17 230,000 241,822 
Morgan Stanley:   
1.875% 1/5/18 19,544,000 19,495,316 
2.375% 7/23/19 7,611,000 7,594,408 
3.7% 10/23/24 6,543,000 6,629,217 
3.75% 2/25/23 6,400,000 6,547,488 
3.875% 4/29/24 3,975,000 4,084,793 
3.875% 1/27/26 310,000 318,553 
4.1% 5/22/23 2,380,000 2,399,797 
4.35% 9/8/26 35,903,000 35,768,723 
4.875% 11/1/22 17,828,000 18,796,470 
5% 11/24/25 30,109,000 31,687,464 
5.625% 9/23/19 500,000 548,744 
5.75% 1/25/21 4,996,000 5,615,479 
6.625% 4/1/18 2,019,000 2,198,097 
Nomura Holdings, Inc. 2.75% 3/19/19 840,000 845,997 
UBS AG Stamford Branch:   
1.375% 6/1/17 1,150,000 1,147,100 
1.8% 3/26/18 625,000 625,340 
2.375% 8/14/19 495,000 497,087 
  240,525,127 
Consumer Finance - 0.1%   
American Express Co. 2.65% 12/2/22 1,000,000 971,604 
Capital One Financial Corp. 6.15% 9/1/16 600,000 613,683 
Discover Financial Services:   
3.85% 11/21/22 1,943,000 1,918,155 
3.95% 11/6/24 2,567,000 2,513,321 
5.2% 4/27/22 1,093,000 1,149,366 
Ford Motor Credit Co. LLC:   
2.551% 10/5/18 200,000 199,109 
2.597% 11/4/19 1,035,000 1,019,713 
2.943% 1/8/19 12,780,000 12,807,681 
3.157% 8/4/20 200,000 199,183 
3.2% 1/15/21 2,090,000 2,063,518 
5.75% 2/1/21 1,430,000 1,560,922 
General Electric Capital Corp.:   
3.1% 1/9/23 1,092,000 1,144,176 
5.55% 5/4/20 1,096,000 1,252,659 
5.875% 1/14/38 258,000 324,551 
HSBC Finance Corp. 6.676% 1/15/21 1,050,000 1,168,362 
Hyundai Capital America 2.125% 10/2/17 (a) 881,000 881,713 
Synchrony Financial:   
1.875% 8/15/17 909,000 899,080 
3% 8/15/19 1,335,000 1,337,137 
3.75% 8/15/21 2,016,000 2,027,326 
4.25% 8/15/24 2,379,000 2,381,367 
  36,432,626 
Diversified Financial Services - 0.1%   
Berkshire Hathaway Finance Corp. 3% 5/15/22 2,800,000 2,902,096 
Berkshire Hathaway, Inc. 4.5% 2/11/43 500,000 504,043 
GE Capital International Funding Co.:   
2.342% 11/15/20 (a) 3,179,000 3,211,210 
3.373% 11/15/25 (a) 1,925,000 2,014,133 
4.418% 11/15/35 (a) 827,000 861,741 
IntercontinentalExchange, Inc.:   
2.75% 12/1/20 1,768,000 1,797,179 
3.75% 12/1/25 3,162,000 3,256,033 
MSCI, Inc. 5.25% 11/15/24 (a) 7,000,000 7,402,500 
Private Export Funding Corp. 2.8% 5/15/22 3,300,000 3,477,388 
  25,426,323 
Insurance - 0.2%   
ACE INA Holdings, Inc.:   
2.7% 3/13/23 905,000 895,501 
3.15% 3/15/25 190,000 191,100 
4.35% 11/3/45 240,000 251,738 
AIA Group Ltd. 2.25% 3/11/19 (a) 776,000 776,454 
Allied World Assurance Co. Holdings Ltd. 7.5% 8/1/16 210,000 215,091 
Allstate Corp. 4.5% 6/15/43 220,000 233,931 
American International Group, Inc.:   
3.3% 3/1/21 2,508,000 2,535,676 
4.5% 7/16/44 855,000 757,793 
4.875% 6/1/22 6,603,000 7,045,474 
Aon Corp. 5% 9/30/20 540,000 595,753 
Five Corners Funding Trust 4.419% 11/15/23 (a) 3,420,000 3,539,827 
Great-West Life & Annuity Insurance Co. 7.153% 5/16/46 (a)(b) 2,630,000 2,577,400 
Hartford Financial Services Group, Inc.:   
5.125% 4/15/22 3,904,000 4,324,004 
5.5% 3/30/20 990,000 1,096,668 
Liberty Mutual Group, Inc. 5% 6/1/21 (a) 1,847,000 1,992,372 
Lincoln National Corp.:   
6.3% 10/9/37 200,000 222,305 
7% 6/15/40 275,000 322,098 
Marsh & McLennan Companies, Inc.:   
3.5% 6/3/24 390,000 390,401 
4.8% 7/15/21 1,026,000 1,127,379 
MetLife, Inc.:   
4.368% 9/15/23 3,420,000 3,677,116 
7.717% 2/15/19 650,000 753,094 
Pacific Life Insurance Co. 9.25% 6/15/39 (a) 1,338,000 1,864,561 
Pacific LifeCorp 6% 2/10/20 (a) 174,000 194,687 
Pricoa Global Funding I 5.375% 5/15/45 (b) 5,278,000 4,974,515 
Prudential Financial, Inc.:   
4.5% 11/16/21 1,118,000 1,214,586 
7.375% 6/15/19 438,000 505,066 
The Chubb Corp. 6% 5/11/37 200,000 251,978 
The Travelers Companies, Inc.:   
4.6% 8/1/43 680,000 733,551 
5.8% 5/15/18 1,025,000 1,114,998 
TIAA Asset Management Finance LLC 2.95% 11/1/19 (a) 1,102,000 1,107,553 
Unum Group 5.625% 9/15/20 3,216,000 3,521,407 
  49,004,077 
Real Estate Investment Trusts - 0.3%   
Alexandria Real Estate Equities, Inc.:   
2.75% 1/15/20 801,000 796,920 
4.6% 4/1/22 631,000 672,604 
American Campus Communities Operating Partnership LP 3.75% 4/15/23 813,000 813,480 
AvalonBay Communities, Inc. 3.625% 10/1/20 6,495,000 6,785,275 
Camden Property Trust:   
2.95% 12/15/22 954,000 937,197 
4.25% 1/15/24 2,838,000 3,029,883 
Corporate Office Properties LP 5% 7/1/25 2,395,000 2,415,741 
DDR Corp.:   
3.625% 2/1/25 2,199,000 2,091,880 
4.25% 2/1/26 4,062,000 4,032,392 
4.625% 7/15/22 5,099,000 5,298,136 
4.75% 4/15/18 1,652,000 1,718,285 
7.5% 4/1/17 663,000 699,755 
Duke Realty LP:   
3.625% 4/15/23 1,382,000 1,379,316 
3.875% 10/15/22 2,108,000 2,170,291 
4.375% 6/15/22 1,237,000 1,303,219 
5.95% 2/15/17 36,000 37,374 
Equity One, Inc.:   
3.75% 11/15/22 3,200,000 3,199,619 
6% 9/15/17 886,000 934,495 
ERP Operating LP 4.625% 12/15/21 2,855,000 3,155,552 
Federal Realty Investment Trust 5.9% 4/1/20 351,000 402,539 
Government Properties Income Trust 3.75% 8/15/19 4,010,000 4,112,263 
Highwoods/Forsyth LP 3.2% 6/15/21 2,263,000 2,248,295 
HRPT Properties Trust 6.65% 1/15/18 809,000 851,868 
Lexington Corporate Properties Trust 4.4% 6/15/24 1,319,000 1,333,711 
Omega Healthcare Investors, Inc.:   
4.5% 1/15/25 1,245,000 1,231,829 
4.5% 4/1/27 1,500,000 1,416,998 
4.95% 4/1/24 1,152,000 1,177,794 
5.25% 1/15/26 5,841,000 5,914,497 
Retail Opportunity Investments Partnership LP:   
4% 12/15/24 877,000 849,404 
5% 12/15/23 626,000 648,917 
Select Income REIT 2.85% 2/1/18 145,000 144,530 
Weingarten Realty Investors 3.375% 10/15/22 472,000 470,343 
WP Carey, Inc.:   
4% 2/1/25 5,544,000 5,240,122 
4.6% 4/1/24 7,436,000 7,528,556 
  75,043,080 
Real Estate Management & Development - 0.2%   
Brandywine Operating Partnership LP:   
3.95% 2/15/23 2,536,000 2,519,536 
4.1% 10/1/24 3,830,000 3,777,621 
4.95% 4/15/18 2,322,000 2,426,246 
5.7% 5/1/17 567,000 588,943 
CBRE Group, Inc. 4.875% 3/1/26 12,670,000 12,776,656 
Digital Realty Trust LP 3.95% 7/1/22 3,369,000 3,390,447 
Essex Portfolio LP 3.875% 5/1/24 2,685,000 2,767,988 
Liberty Property LP:   
3.375% 6/15/23 4,307,000 4,200,880 
4.125% 6/15/22 1,061,000 1,095,150 
4.75% 10/1/20 2,674,000 2,883,797 
6.625% 10/1/17 938,000 998,254 
Mack-Cali Realty LP:   
2.5% 12/15/17 1,744,000 1,727,781 
3.15% 5/15/23 3,436,000 2,976,428 
4.5% 4/18/22 644,000 627,004 
Mid-America Apartments LP:   
4% 11/15/25 1,296,000 1,323,123 
4.3% 10/15/23 666,000 704,302 
6.05% 9/1/16 1,122,000 1,144,348 
Post Apartment Homes LP 3.375% 12/1/22 1,800,000 1,797,971 
Tanger Properties LP:   
3.75% 12/1/24 2,653,000 2,699,515 
3.875% 12/1/23 1,492,000 1,530,459 
6.125% 6/1/20 1,439,000 1,636,293 
Ventas Realty LP 4.125% 1/15/26 1,628,000 1,650,851 
Ventas Realty LP/Ventas Capital Corp. 4% 4/30/19 970,000 1,013,052 
  56,256,645 
TOTAL FINANCIALS  1,033,469,492 
HEALTH CARE - 0.3%   
Biotechnology - 0.1%   
AbbVie, Inc.:   
2.9% 11/6/22 421,000 417,898 
3.6% 5/14/25 1,150,000 1,172,327 
4.7% 5/14/45 570,000 569,728 
Amgen, Inc.:   
3.45% 10/1/20 410,000 428,646 
3.625% 5/22/24 2,605,000 2,690,230 
4.4% 5/1/45 235,000 224,512 
4.5% 3/15/20 1,500,000 1,624,431 
5.85% 6/1/17 145,000 152,757 
Baxalta, Inc. 5.25% 6/23/45 (a) 280,000 268,071 
Celgene Corp. 5% 8/15/45 310,000 317,340 
Gilead Sciences, Inc.:   
3.25% 9/1/22 195,000 202,349 
4.4% 12/1/21 765,000 840,042 
4.5% 4/1/21 1,295,000 1,424,694 
4.5% 2/1/45 115,000 116,721 
4.8% 4/1/44 530,000 557,192 
  11,006,938 
Health Care Equipment & Supplies - 0.0%   
Abbott Laboratories 2.55% 3/15/22 500,000 498,040 
Becton, Dickinson & Co.:   
3.125% 11/8/21 1,050,000 1,072,826 
4.685% 12/15/44 175,000 180,650 
Medtronic, Inc.:   
1.375% 4/1/18 350,000 350,432 
2.5% 3/15/20 90,000 92,199 
2.75% 4/1/23 560,000 560,912 
4.625% 3/15/45 930,000 990,981 
Zimmer Biomet Holdings, Inc. 2.7% 4/1/20 465,000 465,514 
  4,211,554 
Health Care Providers & Services - 0.1%   
Aetna, Inc. 2.75% 11/15/22 1,155,000 1,130,955 
Ascension Health 4.847% 11/15/53 250,000 283,491 
Cardinal Health, Inc.:   
3.2% 6/15/22 405,000 416,064 
4.625% 12/15/20 200,000 219,644 
Catholic Health Initiatives 4.2% 8/1/23 400,000 425,784 
Cigna Corp.:   
4% 2/15/22 460,000 485,519 
4.375% 12/15/20 305,000 329,140 
5.125% 6/15/20 560,000 618,822 
5.375% 2/15/42 125,000 137,545 
Coventry Health Care, Inc. 5.45% 6/15/21 2,329,000 2,607,048 
Express Scripts Holding Co. 4.75% 11/15/21 4,758,000 5,094,990 
HCA Holdings, Inc.:   
3.75% 3/15/19 3,362,000 3,424,701 
4.75% 5/1/23 205,000 208,331 
5.875% 3/15/22 250,000 268,125 
6.5% 2/15/20 3,683,000 4,079,659 
Laboratory Corp. of America Holdings 4.7% 2/1/45 380,000 358,411 
McKesson Corp.:   
4.75% 3/1/21 190,000 207,330 
6% 3/1/41 235,000 265,602 
7.5% 2/15/19 660,000 756,520 
Medco Health Solutions, Inc. 4.125% 9/15/20 1,049,000 1,098,786 
Memorial Sloan-Kettring Cancer Center 4.2% 7/1/55 140,000 141,400 
New York & Presbyterian Hospital 4.024% 8/1/45 505,000 500,395 
NYU Hospitals Center 5.75% 7/1/43 185,000 224,133 
Quest Diagnostics, Inc. 5.75% 1/30/40 268,000 286,981 
UnitedHealth Group, Inc.:   
2.875% 3/15/22 25,000 25,494 
2.875% 3/15/23 1,875,000 1,901,033 
4.7% 2/15/21 240,000 266,572 
4.75% 7/15/45 350,000 382,835 
6.875% 2/15/38 125,000 166,929 
WellPoint, Inc.:   
3.125% 5/15/22 1,165,000 1,146,920 
3.3% 1/15/23 4,795,000 4,719,810 
3.7% 8/15/21 565,000 580,483 
  32,759,452 
Pharmaceuticals - 0.1%   
Actavis Funding SCS:   
2.45% 6/15/19 295,000 295,848 
4.75% 3/15/45 1,025,000 1,045,742 
Eli Lilly & Co. 2.75% 6/1/25 210,000 213,861 
GlaxoSmithKline Capital, Inc. 2.8% 3/18/23 2,125,000 2,179,991 
Johnson & Johnson:   
3.55% 3/1/36 200,000 200,557 
3.7% 3/1/46 395,000 395,541 
5.15% 7/15/18 340,000 371,965 
Merck & Co., Inc.:   
2.4% 9/15/22 2,600,000 2,612,054 
3.7% 2/10/45 275,000 262,506 
3.875% 1/15/21 1,800,000 1,949,220 
Mylan, Inc. 2.55% 3/28/19 150,000 147,737 
Novartis Capital Corp.:   
2.4% 9/21/22 2,945,000 2,984,554 
4.4% 5/6/44 925,000 999,191 
Perrigo Finance PLC 3.5% 12/15/21 948,000 939,497 
Pfizer, Inc. 3.4% 5/15/24 2,100,000 2,203,711 
Teva Pharmaceutical Finance Co. BV 2.95% 12/18/22 350,000 339,626 
Watson Pharmaceuticals, Inc.:   
1.875% 10/1/17 829,000 829,712 
6.125% 8/15/19 725,000 809,936 
Zoetis, Inc.:   
3.25% 2/1/23 5,975,000 5,744,885 
4.7% 2/1/43 675,000 591,627 
  25,117,761 
TOTAL HEALTH CARE  73,095,705 
INDUSTRIALS - 0.2%   
Aerospace & Defense - 0.0%   
General Dynamics Corp. 2.25% 11/15/22 400,000 394,961 
Honeywell International, Inc. 5.375% 3/1/41 100,000 120,611 
Lockheed Martin Corp.:   
3.8% 3/1/45 560,000 522,893 
4.25% 11/15/19 1,400,000 1,510,555 
Northrop Grumman Corp.:   
3.85% 4/15/45 595,000 572,485 
4.75% 6/1/43 670,000 720,951 
The Boeing Co. 4.875% 2/15/20 650,000 723,229 
United Technologies Corp.:   
6.125% 2/1/19 300,000 336,191 
6.7% 8/1/28 360,000 471,437 
  5,373,313 
Air Freight & Logistics - 0.0%   
United Parcel Service, Inc.:   
3.125% 1/15/21 370,000 392,336 
5.125% 4/1/19 635,000 702,664 
  1,095,000 
Airlines - 0.0%   
American Airelines 2014-1 Class A Pass-Through Trust Equipment Trust Certificate 3.7% 4/1/28 310,802 305,363 
Continental Airlines, Inc.:   
4.15% 4/11/24 964,649 988,765 
6.545% 8/2/20 184,864 195,956 
6.795% 2/2/20 10,077 10,455 
Delta Air Lines, Inc. pass-thru trust certificates 6.821% 8/10/22 155,244 177,366 
U.S. Airways pass-thru trust certificates:   
6.85% 1/30/18 316,719 324,288 
8.36% 1/20/19 913,839 942,990 
United Airlines pass-thru Trust Series 2013-1A Class O, 4.3% 2/15/27 190,050 194,630 
  3,139,813 
Building Products - 0.0%   
Fortune Brands Home & Security, Inc. 3% 6/15/20 425,000 425,766 
Masco Corp. 4.45% 4/1/25 1,610,000 1,598,923 
  2,024,689 
Commercial Services & Supplies - 0.0%   
Republic Services, Inc. 5.5% 9/15/19 325,000 357,870 
Waste Management, Inc. 2.9% 9/15/22 375,000 375,243 
WMX Technologies, Inc. 4.6% 3/1/21 345,000 371,628 
  1,104,741 
Electrical Equipment - 0.0%   
ABB Finance (U.S.A.), Inc. 2.875% 5/8/22 115,000 116,266 
General Electric Capital Corp. 3.15% 9/7/22 646,000 678,799 
  795,065 
Industrial Conglomerates - 0.0%   
Covidien International Finance SA:   
2.95% 6/15/23 970,000 975,622 
3.2% 6/15/22 715,000 740,950 
Koninklijke Philips Electronics NV 5.75% 3/11/18 455,000 486,461 
  2,203,033 
Machinery - 0.0%   
Caterpillar, Inc.:   
2.6% 6/26/22 675,000 678,497 
3.9% 5/27/21 1,975,000 2,110,483 
Cummins, Inc. 4.875% 10/1/43 13,000 13,953 
Deere & Co.:   
2.6% 6/8/22 1,060,000 1,063,421 
3.9% 6/9/42 250,000 242,443 
Xylem, Inc. 4.875% 10/1/21 525,000 565,044 
  4,673,841 
Professional Services - 0.0%   
Equifax, Inc. 3.3% 12/15/22 300,000 307,272 
Road & Rail - 0.1%   
Burlington Northern Santa Fe LLC 4.1% 6/1/21 950,000 1,022,250 
Canadian National Railway Co. 2.85% 12/15/21 600,000 615,295 
CSX Corp.:   
3.4% 8/1/24 600,000 608,961 
6.25% 3/15/18 400,000 436,829 
Norfolk Southern Corp. 5.9% 6/15/19 2,337,000 2,600,123 
Union Pacific Corp.:   
3.875% 2/1/55 235,000 212,325 
4% 2/1/21 943,000 1,019,769 
4.3% 6/15/42 175,000 178,165 
  6,693,717 
Trading Companies & Distributors - 0.1%   
Air Lease Corp.:   
2.125% 1/15/18 1,941,000 1,894,901 
3.75% 2/1/22 4,752,000 4,415,368 
3.875% 4/1/21 3,700,000 3,579,750 
4.25% 9/15/24 3,212,000 2,979,130 
4.75% 3/1/20 3,227,000 3,283,473 
W.W. Grainger, Inc. 4.6% 6/15/45 235,000 255,238 
  16,407,860 
Transportation Infrastructure - 0.0%   
BNSF Funding Trust I 6.613% 12/15/55 (b) 755,000 819,175 
TOTAL INDUSTRIALS  44,637,519 
INFORMATION TECHNOLOGY - 0.2%   
Communications Equipment - 0.0%   
Cisco Systems, Inc.:   
2.2% 2/28/21 2,010,000 2,029,218 
2.9% 3/4/21 150,000 155,894 
3% 6/15/22 510,000 531,335 
4.95% 2/15/19 550,000 605,529 
  3,321,976 
IT Services - 0.0%   
Fiserv, Inc. 3.85% 6/1/25 975,000 1,005,947 
IBM Corp. 3.375% 8/1/23 315,000 327,194 
MasterCard, Inc. 3.375% 4/1/24 470,000 492,410 
Xerox Corp. 2.95% 3/15/17 600,000 601,279 
  2,426,830 
Software - 0.1%   
Autodesk, Inc. 3.125% 6/15/20 7,644,000 7,676,212 
CA Technologies, Inc. 3.6% 8/1/20 555,000 570,320 
Microsoft Corp. 1.85% 2/12/20 550,000 557,858 
Oracle Corp.:   
2.5% 10/15/22 3,350,000 3,359,477 
2.8% 7/8/21 1,465,000 1,514,518 
4.125% 5/15/45 545,000 537,508 
  14,215,893 
Technology Hardware, Storage & Peripherals - 0.1%   
Apple, Inc.:   
2.4% 5/3/23 1,205,000 1,195,385 
2.85% 5/6/21 1,470,000 1,527,456 
3.25% 2/23/26 1,165,000 1,202,080 
EMC Corp. 2.65% 6/1/20 320,000 291,344 
Hewlett Packard Enterprise Co.:   
2.45% 10/5/17 (a) 2,442,000 2,438,520 
2.85% 10/5/18 (a) 1,395,000 1,395,459 
3.6% 10/15/20 (a) 4,908,000 4,894,797 
4.4% 10/15/22 (a) 5,700,000 5,569,892 
4.9% 10/15/25 (a) 4,908,000 4,656,141 
HP, Inc. 4.3% 6/1/21 500,000 504,710 
Seagate HDD Cayman 4.75% 6/1/23 170,000 137,365 
  23,813,149 
TOTAL INFORMATION TECHNOLOGY  43,777,848 
MATERIALS - 0.3%   
Chemicals - 0.0%   
Agrium, Inc.:   
4.9% 6/1/43 150,000 129,773 
5.25% 1/15/45 330,000 294,821 
E.I. du Pont de Nemours & Co.:   
2.8% 2/15/23 425,000 419,702 
6% 7/15/18 950,000 1,037,011 
Eastman Chemical Co. 4.65% 10/15/44 185,000 158,715 
Ecolab, Inc. 4.35% 12/8/21 300,000 326,109 
LyondellBasell Industries NV 6% 11/15/21 2,544,000 2,827,984 
Monsanto Co. 4.7% 7/15/64 145,000 116,131 
Praxair, Inc. 4.5% 8/15/19 220,000 239,094 
The Dow Chemical Co.:   
4.125% 11/15/21 3,812,000 4,027,416 
4.25% 11/15/20 2,524,000 2,692,209 
  12,268,965 
Containers & Packaging - 0.0%   
International Paper Co.:   
4.75% 2/15/22 1,920,000 2,034,369 
5% 9/15/35 405,000 392,506 
Rock-Tenn Co. 4.9% 3/1/22 185,000 199,241 
  2,626,116 
Metals & Mining - 0.3%   
Alcoa, Inc.:   
5.125% 10/1/24 23,834,000 21,539,978 
5.4% 4/15/21 600,000 591,900 
Anglo American Capital PLC:   
3.625% 5/14/20 (a) 5,007,000 3,980,565 
4.125% 4/15/21 (a) 6,803,000 5,221,303 
4.125% 9/27/22 (a) 1,333,000 1,019,745 
4.875% 5/14/25 (a) 9,393,000 7,138,680 
Barrick Gold Corp. 4.1% 5/1/23 28,861,000 26,947,429 
Barrick PD Australia Finance Pty Ltd. 4.95% 1/15/20 350,000 342,242 
BHP Billiton Financial (U.S.A.) Ltd.:   
5% 9/30/43 195,000 190,034 
6.25% 10/19/75 (a)(b) 1,979,000 1,954,263 
6.5% 4/1/19 425,000 466,625 
6.75% 10/19/75 (a)(b) 5,116,000 4,968,915 
Newmont Mining Corp. 6.25% 10/1/39 400,000 355,676 
Rio Tinto Finance (U.S.A.) Ltd.:   
3.5% 11/2/20 120,000 119,638 
3.75% 6/15/25 740,000 706,922 
Rio Tinto Finance (U.S.A.) PLC 1.375% 6/17/16 560,000 558,841 
Southern Copper Corp. 5.875% 4/23/45 400,000 316,332 
  76,419,088 
TOTAL MATERIALS  91,314,169 
TELECOMMUNICATION SERVICES - 0.8%   
Diversified Telecommunication Services - 0.8%   
AT&T, Inc.:   
2.3% 3/11/19 60,000,000 60,370,020 
3% 6/30/22 40,000 39,653 
3.875% 8/15/21 4,600,000 4,827,102 
4.5% 5/15/35 105,000 96,404 
4.75% 5/15/46 200,000 181,935 
4.8% 6/15/44 515,000 471,644 
5.35% 9/1/40 590,000 574,478 
6.3% 1/15/38 2,523,000 2,730,259 
BellSouth Capital Funding Corp. 7.875% 2/15/30 56,000 66,460 
British Telecommunications PLC:   
2.35% 2/14/19 275,000 277,603 
9.625% 12/15/30 (b) 275,000 393,817 
CenturyLink, Inc.:   
5.15% 6/15/17 214,000 219,350 
6% 4/1/17 534,000 551,088 
6.15% 9/15/19 2,129,000 2,187,548 
Embarq Corp. 7.995% 6/1/36 8,614,000 8,183,300 
Verizon Communications, Inc.:   
3.45% 3/15/21 10,081,000 10,478,927 
4.5% 9/15/20 48,080,000 52,288,394 
4.522% 9/15/48 2,686,000 2,450,537 
4.672% 3/15/55 1,971,000 1,740,708 
5.012% 8/21/54 1,162,000 1,080,726 
6% 4/1/41 1,050,000 1,142,400 
6.1% 4/15/18 4,623,000 5,022,829 
6.55% 9/15/43 45,056,000 54,635,536 
  210,010,718 
Wireless Telecommunication Services - 0.0%   
America Movil S.A.B. de CV 5% 3/30/20 1,175,000 1,286,265 
Rogers Communications, Inc.:   
3% 3/15/23 150,000 150,660 
6.8% 8/15/18 200,000 222,409 
  1,659,334 
TOTAL TELECOMMUNICATION SERVICES  211,670,052 
UTILITIES - 0.5%   
Electric Utilities - 0.3%   
Alabama Power Co.:   
3.85% 12/1/42 500,000 487,344 
4.1% 1/15/42 225,000 227,855 
American Transmission Systems, Inc. 5% 9/1/44 (a) 274,000 274,918 
Baltimore Gas & Electric Co. 3.35% 7/1/23 220,000 228,648 
CenterPoint Energy Houston Electric LLC 2.25% 8/1/22 530,000 522,688 
Cleveland Electric Illuminating Co. 5.7% 4/1/17 851,000 878,729 
Commonwealth Edison Co.:   
3.7% 3/1/45 315,000 299,508 
4.6% 8/15/43 845,000 914,898 
Connecticut Light & Power Co. 4.15% 6/1/45 345,000 362,230 
Duke Energy Carolinas LLC:   
4.25% 12/15/41 775,000 807,985 
6.1% 6/1/37 775,000 962,134 
Duke Energy Corp. 2.1% 6/15/18 1,559,000 1,562,238 
Duquesne Light Holdings, Inc.:   
5.9% 12/1/21 (a) 8,875,000 9,942,734 
6.4% 9/15/20 (a) 4,858,000 5,546,374 
Entergy Corp.:   
4% 7/15/22 5,000,000 5,250,935 
5.125% 9/15/20 545,000 592,750 
FirstEnergy Corp.:   
4.25% 3/15/23 12,580,000 13,132,262 
7.375% 11/15/31 10,940,000 13,596,495 
FirstEnergy Solutions Corp. 6.05% 8/15/21 5,744,000 6,101,357 
Florida Power & Light Co. 2.75% 6/1/23 975,000 992,583 
IPALCO Enterprises, Inc. 3.45% 7/15/20 8,163,000 8,132,389 
LG&E and KU Energy LLC 3.75% 11/15/20 686,000 720,177 
Northern States Power Co. 6.25% 6/1/36 370,000 485,918 
Pacific Gas & Electric Co.:   
4.3% 3/15/45 850,000 876,765 
5.125% 11/15/43 175,000 199,612 
6.05% 3/1/34 1,600,000 1,976,408 
PacifiCorp 5.75% 4/1/37 675,000 820,293 
Pennsylvania Electric Co. 6.05% 9/1/17 1,245,000 1,322,768 
PPL Capital Funding, Inc. 4.2% 6/15/22 495,000 527,892 
Progress Energy, Inc. 4.875% 12/1/19 450,000 488,980 
Public Service Co. of Colorado 2.5% 3/15/23 645,000 644,586 
Puget Sound Energy, Inc. 5.764% 7/15/40 285,000 356,858 
Southern California Edison Co.:   
3.6% 2/1/45 665,000 636,891 
4.65% 10/1/43 925,000 1,025,660 
Virginia Electric & Power Co. 6% 5/15/37 550,000 685,979 
Wisconsin Power & Light Co. 4.1% 10/15/44 240,000 246,722 
  81,832,563 
Gas Utilities - 0.0%   
AGL Capital Corp. 4.4% 6/1/43 290,000 270,239 
Atmos Energy Corp. 4.125% 10/15/44 360,000 363,609 
Southern Natural Gas Co. 5.9% 4/1/17 (a) 732,000 740,403 
Southern Natural Gas Co./Southern Natural Issuing Corp. 4.4% 6/15/21 527,000 493,367 
  1,867,618 
Independent Power and Renewable Electricity Producers - 0.1%   
Dolphin Subsidiary II, Inc. 7.25% 10/15/21 12,900,000 12,674,250 
Exelon Generation Co. LLC 2.95% 1/15/20 120,000 120,049 
  12,794,299 
Multi-Utilities - 0.1%   
Berkshire Hathaway Energy Co. 4.5% 2/1/45 755,000 766,541 
Dominion Resources, Inc.:   
2.9031% 9/30/66 (b) 6,307,000 4,238,626 
4.45% 3/15/21 1,660,000 1,785,496 
7.5% 6/30/66 (b) 924,000 773,850 
NiSource Finance Corp.:   
4.8% 2/15/44 410,000 424,765 
5.45% 9/15/20 3,370,000 3,730,138 
5.95% 6/15/41 455,000 531,961 
NorthWestern Energy Corp. 4.176% 11/15/44 330,000 347,264 
Puget Energy, Inc.:   
5.625% 7/15/22 4,555,000 5,114,327 
6% 9/1/21 4,353,000 4,957,893 
6.5% 12/15/20 1,405,000 1,639,292 
San Diego Gas & Electric Co. 3.6% 9/1/23 525,000 562,249 
Wisconsin Energy Corp. 6.25% 5/15/67 (b) 1,012,000 748,880 
  25,621,282 
TOTAL UTILITIES  122,115,762 
TOTAL NONCONVERTIBLE BONDS   
(Cost $2,433,319,226)  2,296,280,758 
U.S. Government and Government Agency Obligations - 3.8%   
U.S. Government Agency Obligations - 0.1%   
Fannie Mae:   
1.125% 10/19/18 $165,000 $165,679 
1.125% 12/14/18 3,510,000 3,521,601 
1.625% 11/27/18 1,115,000 1,134,951 
1.875% 2/19/19 40,000 40,997 
6.25% 5/15/29 520,000 742,097 
Federal Farm Credit Bank 5.125% 8/25/16 350,000 357,799 
Freddie Mac 2.375% 1/13/22 3,410,000 3,569,874 
Tennessee Valley Authority:   
2.875% 9/15/24 435,000 456,857 
3.875% 2/15/21 280,000 311,980 
4.25% 9/15/65 600,000 631,305 
5.25% 9/15/39 670,000 857,270 
5.5% 7/18/17 210,000 223,164 
7.125% 5/1/30 855,000 1,265,339 
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS  13,278,913 
U.S. Treasury Inflation-Protected Obligations - 0.8%   
U.S. Treasury Inflation-Indexed Bonds 0.75% 2/15/45 91,824,991 85,492,300 
U.S. Treasury Inflation-Indexed Notes 0.375% 7/15/25 127,330,000 127,882,860 
TOTAL U.S. TREASURY INFLATION-PROTECTED OBLIGATIONS  213,375,160 
U.S. Treasury Obligations - 2.9%   
U.S. Treasury Bonds:   
2.75% 11/15/42 13,970,000 14,456,771 
2.875% 5/15/43 24,385,000 25,802,378 
3% 11/15/44 7,715,000 8,336,721 
3% 5/15/45 82,548,000 89,129,304 
3% 11/15/45 1,930,000 2,085,832 
4.625% 2/15/40 7,900,000 11,053,522 
6.125% 8/15/29 15,620,000 23,275,628 
8% 11/15/21 4,045,000 5,519,212 
U.S. Treasury Notes:   
0.625% 2/15/17 15,310,000 15,299,834 
0.625% 5/31/17 10,250,000 10,233,990 
0.625% 4/30/18 860,000 856,372 
0.75% 10/31/17 1,900,000 1,898,664 
0.75% 2/28/18 28,255,000 28,230,729 
0.75% 2/15/19 14,420,000 14,352,976 
0.875% 8/15/17 28,265,000 28,304,741 
0.875% 11/30/17 226,750,000 227,077,654 
0.875% 1/15/18 37,690,000 37,735,643 
0.875% 1/31/18 5,740,000 5,748,070 
1% 3/31/17 14,035,000 14,076,670 
1% 5/31/18 19,300,000 19,370,870 
1% 8/15/18 9,755,000 9,791,581 
1.125% 2/28/21 2,870,000 2,856,996 
1.25% 11/30/18 21,730,000 21,948,995 
1.5% 10/31/19 27,795,000 28,223,877 
1.5% 2/28/23 1,550,000 1,548,002 
1.625% 4/30/19 22,680,000 23,149,544 
1.625% 2/15/26 6,120,000 6,057,368 
1.75% 2/28/22 2,615,000 2,662,907 
1.75% 3/31/22 10,940,000 11,137,434 
1.75% 1/31/23 875,000 888,535 
1.875% 9/30/17 3,980,000 4,047,473 
2% 11/30/20 15,050,000 15,569,105 
2% 2/15/25 5,975,000 6,115,042 
2% 8/15/25 16,862,000 17,240,737 
2.125% 9/30/21 5,500,000 5,723,438 
2.375% 8/15/24 13,225,000 13,964,780 
2.625% 1/31/18 1,110,000 1,148,286 
2.625% 11/15/20 23,570,000 25,046,802 
3.125% 5/15/19 755,000 806,523 
TOTAL U.S. TREASURY OBLIGATIONS  780,773,006 
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS   
(Cost $984,747,283)  1,007,427,079 
U.S. Government Agency - Mortgage Securities - 7.7%   
Fannie Mae - 4.5%   
2.302% 6/1/36 (b) 29,591 30,982 
2.5% 5/1/27 to 10/1/43 37,502,514 38,352,980 
2.5% 4/1/30 (c) 8,000,000 8,189,375 
2.5% 4/1/30 (c) 2,500,000 2,559,180 
2.5% 4/1/30 (c) 6,000,000 6,142,031 
2.5% 3/1/31 (c) 10,000,000 10,253,126 
2.5% 3/1/31 (c) 2,200,000 2,255,688 
2.503% 2/1/35 (b) 414,071 436,795 
2.628% 7/1/37 (b) 46,594 49,323 
3% 12/1/26 to 12/1/45 178,998,957 184,424,075 
3% 3/1/46 (c) 46,000,000 47,167,968 
3% 3/1/46 (c) 7,000,000 7,177,734 
3% 3/1/46 (c) 1,500,000 1,538,086 
3% 3/1/46 (c) 700,000 717,773 
3% 3/1/46 (c) 800,000 820,312 
3.5% 9/1/25 to 2/1/46 272,733,754 287,499,067 
3.5% 3/1/46 (c) 4,000,000 4,191,449 
3.5% 3/1/46 (c) 2,750,000 2,881,621 
3.5% 3/1/46 (c) 21,300,000 22,319,467 
3.5% 3/1/46 (c) 13,100,000 13,726,996 
3.5% 3/1/46 (c) 13,100,000 13,726,996 
3.5% 3/1/46 (c) 4,000,000 4,191,449 
3.5% 3/1/46 (c) 5,400,000 5,658,456 
3.5% 3/1/46 (c) 6,293,000 6,594,197 
3.5% 3/1/46 (c) 5,307,000 5,561,005 
4% 11/1/31 to 1/1/46 (d) 199,425,367 214,030,858 
4% 3/1/46 (c) 8,750,000 9,335,840 
4% 3/1/46 (c) 2,050,000 2,187,254 
4% 3/1/46 (c) 4,400,000 4,694,594 
4% 3/1/46 (c) 4,100,000 4,374,508 
4% 3/1/46 (c) 7,650,000 8,162,191 
4% 3/1/46 (c) 3,400,000 3,627,641 
4% 3/1/46 (c) 1,200,000 1,280,344 
4% 3/1/46 (c) 4,250,000 4,534,551 
4% 3/1/46 (c) 2,200,000 2,347,297 
4% 3/1/46 (c) 2,700,000 2,880,773 
4% 3/1/46 (c) 200,000 213,391 
4% 3/1/46 (c) 1,500,000 1,600,430 
4.5% 6/1/24 to 2/1/45 92,715,221 101,268,317 
4.5% 4/1/46 (c) 2,000,000 2,170,000 
4.5% 4/1/46 (c) 4,000,000 4,340,000 
5% 10/1/21 to 11/1/44 53,447,034 59,339,533 
5% 3/1/46 (c) 1,000,000 1,107,031 
5.255% 8/1/41 694,577 786,221 
5.5% 7/1/25 to 9/1/41 73,001,681 82,259,491 
5.5% 3/1/46 (c) 4,000,000 4,489,375 
6% 3/1/22 to 1/1/42 13,121,152 15,050,440 
6.5% 2/1/36 12,107 14,147 
TOTAL FANNIE MAE  1,206,560,358 
Freddie Mac - 1.5%   
2.5% 3/1/28 to 2/1/43 6,359,435 6,525,123 
2.5% 4/1/31 (c) 500,000 511,875 
3% 10/1/28 to 11/1/45 72,821,862 74,915,295 
3% 4/1/31 (c) 1,500,000 1,562,663 
3% 3/1/46 (c) 6,000,000 6,139,219 
3% 3/1/46 (c) 4,000,000 4,092,812 
3% 3/1/46 (c) 1,000,000 1,023,203 
3.25% 10/1/35 (b) 27,954 29,702 
3.5% 8/1/26 to 12/1/45 (e) 112,887,620 118,521,124 
3.5% 3/1/46 (c) 2,000,000 2,091,016 
3.5% 3/1/46 (c) 2,750,000 2,875,146 
3.5% 3/1/46 (c) 4,900,000 5,122,988 
3.5% 3/1/46 (c) 750,000 784,131 
3.5% 3/1/46 (c) 13,800,000 14,428,008 
4% 6/1/33 to 2/1/46 88,478,772 94,813,245 
4% 3/1/46 (c) 4,700,000 5,008,157 
4% 3/1/46 (c) 7,700,000 8,204,853 
4.5% 7/1/25 to 12/1/44 30,028,856 32,710,762 
5% 10/1/33 to 7/1/41 15,068,333 16,722,293 
5.5% 3/1/34 to 7/1/35 1,634,486 1,852,748 
6% 7/1/37 to 9/1/38 675,111 772,743 
6.5% 9/1/39 1,452,147 1,687,328 
TOTAL FREDDIE MAC  400,394,434 
Ginnie Mae - 1.7%   
3% 8/20/42 to 12/20/45 (c) 70,100,816 72,763,986 
3% 3/1/45 (c) 2,500,000 2,589,063 
3% 3/1/45 (c) 4,000,000 4,142,500 
3% 3/1/45 (c) 2,000,000 2,071,250 
3% 3/1/46 (c) 13,700,000 14,188,063 
3.5% 9/20/40 to 2/20/46 (c) 129,596,216 137,123,262 
3.5% 3/1/46 (c) 5,500,000 5,807,227 
3.5% 3/1/46 (c) 5,000,000 5,279,297 
3.5% 3/1/46 (c) 4,000,000 4,223,438 
3.5% 3/1/46 (c) 1,000,000 1,055,859 
3.5% 3/1/46 (c) 3,500,000 3,695,508 
3.5% 3/1/46 (c) 1,200,000 1,267,031 
3.5% 3/1/46 (c) 8,700,000 9,185,977 
3.5% 3/1/46 (c) 2,950,000 3,114,785 
3.5% 3/1/46 (c) 4,500,000 4,751,367 
3.5% 3/1/46 (c) 5,300,000 5,596,055 
3.5% 4/1/46 (c) 8,500,000 8,957,871 
3.5% 4/1/46 (c) 4,000,000 4,215,469 
4% 5/20/40 to 11/20/45 74,418,987 79,782,389 
4% 3/1/46 (c) 1,500,000 1,601,968 
4% 3/1/46 (c) 2,100,000 2,242,755 
4% 3/1/46 (c) 4,200,000 4,485,511 
4% 3/1/46 (c) 6,775,000 7,235,556 
4% 3/1/46 (c) 1,375,000 1,468,471 
4% 3/1/46 (c) 2,100,000 2,242,755 
4% 3/1/46 (c) 4,200,000 4,485,511 
4.5% 5/15/39 to 6/20/45 55,348,401 59,939,619 
5% 6/20/34 to 9/15/41 12,516,726 13,992,218 
5% 3/1/46 (c) 1,500,000 1,649,766 
5.5% 12/20/28 to 3/20/41 2,195,862 2,475,066 
TOTAL GINNIE MAE  471,629,593 
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES   
(Cost $2,054,460,810)  2,078,584,385 
Asset-Backed Securities - 0.3%   
Accredited Mortgage Loan Trust Series 2005-1 Class M1, 1.1266% 4/25/35 (b) $106,210 $94,873 
ACE Securities Corp. Home Equity Loan Trust Series 2004-HE1 Class M2, 2.0765% 3/25/34 (b) 31,201 29,713 
American Credit Acceptance Receivable Trust Series 2016-1A Class A, 2.37% 5/12/20 (a) 2,670,000 2,670,693 
American Credit Acceptance Receivables Trust:   
Series 2014-4 Class A, 1.33% 7/10/18 (a) 1,671,865 1,669,369 
Series 2015-3 Class A, 1.95% 9/12/19 (a) 3,136,967 3,129,586 
Ameriquest Mortgage Securities, Inc. pass-thru certificates:   
Series 2003-10 Class M1, 1.4858% 12/25/33 (b) 7,405 6,789 
Series 2004-R2 Class M3, 1.2608% 4/25/34 (b) 14,473 10,564 
Argent Securities, Inc. pass-thru certificates:   
Series 2003-W7 Class A2, 1.2158% 3/25/34 (b) 7,674 6,811 
Series 2004-W7 Class M1, 1.2608% 5/25/34 (b) 197,341 180,376 
Series 2006-W4 Class A2C, 0.5958% 5/25/36 (b) 183,464 65,029 
Carrington Mortgage Loan Trust Series 2007-RFC1 Class A3, 0.5758% 12/25/36 (b) 289,000 196,624 
Chase Issuance Trust:   
Series 2012-A4 Class A4, 1.58% 8/16/21 1,200,000 1,203,067 
Series 2012-A7 Class A7, 2.16% 9/16/24 700,000 701,805 
Citi Held For Asset Issuance Series 2015-PM33 Class A, 2.56% 5/16/22 (a) 1,547,410 1,546,835 
Citi Held For Asset Issuance 2 Series 2015-PM2 Class A, 2% 3/15/22 (a) 2,217,474 2,204,950 
Citibank Credit Card Issuance Trust:   
Series 2014-A1 Class A1, 2.88% 1/23/23 1,300,000 1,364,098 
Series 2014-A6 Class A6, 2.15% 7/15/21 400,000 408,395 
Countrywide Home Loans, Inc.:   
Series 2003-BC1 Class B1, 5.6858% 3/25/32 (b) 4,144 3,788 
Series 2004-3 Class M4, 1.8908% 4/25/34 (b) 10,124 8,867 
Series 2004-4 Class M2, 1.2308% 6/25/34 (b) 15,727 14,220 
CPS Auto Trust Series 2015-C Class A, 1.77% 6/17/19 (a) 5,190,712 5,179,659 
Drive Auto Receivables Trust:   
Series 2015-AA Class A3, 1.43% 7/16/18 (a) 6,000,000 5,998,992 
Series 2015-DA Class A2A, 1.23% 6/15/18 (a) 2,822,219 2,820,091 
Exeter Automobile Receivables Trust Series 2016-1A Class A, 2.8% 7/15/20 (a) 4,500,000 4,497,341 
Fannie Mae Series 2004-T5 Class AB3, 1.1189% 5/28/35 (b) 6,234 5,413 
First Franklin Mortgage Loan Trust Series 2004-FF2 Class M3, 1.2515% 3/25/34 (b) 1,535 1,271 
Flagship Credit Auto Trust:   
Series 2015-3 Class A, 2.34% 10/15/20 (a) 4,723,635 4,711,483 
Series 2016-1 Class A, 2.53% 12/15/20 (a) 8,700,000 8,679,101 
Fremont Home Loan Trust Series 2005-A Class M4, 1.4465% 1/25/35 (b) 55,381 29,741 
GE Business Loan Trust Series 2006-2A:   
Class A, 0.6093% 11/15/34 (a)(b) 99,637 94,359 
Class B, 0.7105% 11/15/34 (a)(b) 36,039 31,715 
Class C, 0.8105% 11/15/34 (a)(b) 59,888 51,822 
Grain Spectrum Funding II LLC Series 2014-1 3.29% 10/10/34 (a) 3,258,684 3,252,167 
GSAMP Trust Series 2004-AR1 Class B4, 5.5% 6/25/34 (a) 36,598 1,055 
Home Equity Asset Trust:   
Series 2003-2 Class M1, 1.7558% 8/25/33 (b) 30,108 27,716 
Series 2003-3 Class M1, 1.7258% 8/25/33 (b) 70,023 65,209 
Series 2003-5 Class A2, 1.1358% 12/25/33 (b) 5,278 4,882 
HSI Asset Securitization Corp. Trust Series 2007-HE1 Class 2A3, 0.6165% 1/25/37 (b) 231,000 148,132 
Invitation Homes Trust Series 2015-SFR3 Class E, 4.1755% 8/17/32 (a)(b) 2,277,000 2,120,429 
JPMorgan Mortgage Acquisition Trust Series 2007-CH1 Class AV4, 0.5658% 11/25/36 (b) 7,591 7,588 
KeyCorp Student Loan Trust:   
Series 1999-A Class A2, 0.9331% 12/27/29 (b) 13,255 13,187 
Series 2006-A Class 2C, 1.7531% 3/27/42 (b) 406,000 208,226 
MASTR Asset Backed Securities Trust Series 2007-HE1 Class M1, 0.7265% 5/25/37 (b) 50,261 1,581 
Meritage Mortgage Loan Trust Series 2004-1 Class M1, 1.1858% 7/25/34 (b) 13,049 10,838 
Merrill Lynch Mortgage Investors Trust:   
Series 2003-OPT1 Class M1, 1.4015% 7/25/34 (b) 32,177 30,082 
Series 2006-FF1 Class M2, 0.7258% 8/25/36 (b) 2,200,000 2,100,737 
Series 2006-FM1 Class A2B, 0.5458% 4/25/37 (b) 18,974 18,867 
Series 2006-OPT1 Class A1A, 0.9465% 6/25/35 (b) 212,755 203,755 
Morgan Stanley ABS Capital I Trust:   
Series 2004-HE6 Class A2, 1.1158% 8/25/34 (b) 9,173 7,973 
Series 2004-NC8 Class M6, 2.3108% 9/25/34 (b) 14,753 13,601 
Series 2005-NC1 Class M1, 1.0958% 1/25/35 (b) 39,239 34,968 
Series 2005-NC2 Class B1, 2.1908% 3/25/35 (b) 26,901 602 
Nationstar HECM Loan Trust:   
Series 2015-1A Class A, 3.844% 5/25/18 (a) 7,415,846 7,378,766 
Series 2016-1A Class A, 3.1294% 2/25/26 (a) 7,111,000 7,110,994 
New Century Home Equity Loan Trust Series 2005-4 Class M2, 0.9365% 9/25/35 (b) 229,000 208,451 
OneMain Financial Issuance Trust Series 2014-1A Class A, 2.43% 6/18/24 (a) 965,000 963,360 
Park Place Securities, Inc. Series 2004-WCW1:   
Class M3, 2.3015% 9/25/34 (b) 85,000 77,408 
Class M4, 2.6015% 9/25/34 (b) 109,000 73,539 
Salomon Brothers Mortgage Securities VII, Inc. Series 2003-HE1 Class A, 1.2265% 4/25/33 (b) 815 697 
SLM Private Credit Student Loan Trust Series 2004-A Class C, 1.462% 6/15/33 (b) 90,416 88,142 
Springcastle SPV Series 2014-AA Class A, 2.7% 5/25/23 (a) 5,552,232 5,531,411 
Terwin Mortgage Trust Series 2003-4HE Class A1, 1.2865% 9/25/34 (b) 4,618 3,890 
Truman Capital Mortgage Loan Trust Series 2014-NPL3 Class A1, 3.125% 4/25/53 (a) 670,472 669,823 
Vericrest Opportunity Loan Trust:   
Series 2014-NP11 Class A1, 3.875% 4/25/55 (a) 742,539 738,433 
Series 2014-NPL7 Class A1, 3.375% 8/27/57 (a) 10,331,797 10,175,766 
TOTAL ASSET-BACKED SECURITIES   
(Cost $88,820,924)  88,909,715 
Collateralized Mortgage Obligations - 0.3%   
Private Sponsor - 0.1%   
Accredited Mortgage Loan Trust floater Series 2006-1 Class A3, 0.6016% 4/25/36 (b) 2,595,966 2,574,817 
Banc of America Funding Corp. Series 2015-R3 Class 10A1, 0.5665% 6/27/36 (a)(b) 3,419,588 3,279,158 
Banc of America Funding Trust sequential payer Series 2010-R3 Class 1A1, 2.808% 12/26/35 (a)(b) 815,188 825,561 
BCAP LLC II Trust Series 2012-RR10 Class 5A5, 0.6868% 4/26/36 (a)(b) 1,386,112 1,355,021 
BCAP LLC Trust sequential payer Series 2012-RR5 Class 8A5, 0.6021% 7/26/36 (a)(b) 547,890 518,822 
Citigroup Mortgage Loan Trust sequential payer Series 2012-A Class A, 2.5% 6/25/51 (a) 1,270,796 1,251,365 
CSMC:   
floater Series 2015-1R Class 6A1, 0.7004% 5/27/37 (a)(b) 1,576,478 1,442,919 
Series 2011-2R Class 2A1, 2.6521% 7/27/36 (a) 1,965,960 1,944,993 
Exeter Automobile Receivables Trust Series 2015-2A Class A, 1.54% 11/15/19 (a) 4,033,998 4,017,279 
First Horizon Mortgage pass-thru Trust Series 2004-AR5 Class 2A1, 2.6557% 10/25/34 (b) 59,762 57,315 
JPMorgan Mortgage Trust sequential payer Series 2006-A5 Class 3A5, 2.5961% 8/25/36 (b) 150,746 129,459 
MASTR Adjustable Rate Mortgages Trust Series 2007-3 Class 22A2, 0.6365% 5/25/47 (b) 54,112 49,632 
Merrill Lynch Alternative Note Asset Trust floater Series 2007-OAR1 Class A1, 0.6058% 2/25/37 (b) 106,144 93,936 
Nationstar HECM Loan Trust sequential payer Series 2015-2A Class A, 2.8826% 11/25/25 (a) 4,458,345 4,456,116 
Nomura Resecuritization Trust sequential payer Series 2011-3RA Class 2A1, 2.8917% 3/26/37 (a)(b) 1,597,792 1,576,336 
Opteum Mortgage Acceptance Corp. floater Series 2005-3 Class APT, 0.7165% 7/25/35 (b) 137,880 130,455 
RESI Finance LP/RESI Finance DE Corp. floater Series 2003-B:   
Class B5, 2.7735% 6/10/35 (a)(b) 46,391 41,279 
Class B6, 3.2735% 6/10/35 (a)(b) 61,534 55,498 
Sequoia Mortgage Trust floater Series 2004-6 Class A3B, 1.675% 7/20/34 (b) 3,587 3,496 
Structured Asset Securities Corp. Series 2003-15A Class 4A, 2.7237% 4/25/33 (b) 15,869 15,466 
Thornburg Mortgage Securities Trust floater Series 2003-4 Class A1, 1.0665% 9/25/43 (b) 6,476,005 6,205,433 
Wells Fargo Mortgage Backed Securities Trust Series 2005-AR2 Class 3A1, 2.7072% 3/25/35 (b) 4,837,536 4,847,196 
Wells Fargo Mortgage Loan Trust sequential payer Series 2011-RR4 Class 2A1, 4.3738% 6/27/36 (a)(b) 719,126 706,790 
TOTAL PRIVATE SPONSOR  35,578,342 
U.S. Government Agency - 0.2%   
Fannie Mae:   
Series 2007-75 Class JI, 6.1092% 8/25/37 (b)(f) 2,496,913 445,992 
Series 2015-70 Class JC, 3% 10/25/45 2,264,780 2,363,212 
Freddie Mac:   
Series 3955 Class YI, 3% 11/15/21 (f) 689,782 38,619 
Series 3980 Class EP, 5% 1/15/42 6,983,480 7,813,350 
Series 4471 Class PA 4% 12/15/40 2,937,447 3,123,496 
Freddie Mac Multi-family Structured pass-thru certificates Series 4386 Class AZ, 4.5% 11/15/40 1,597,482 1,803,061 
Ginnie Mae guaranteed REMIC pass-thru certificates:   
floater:   
Series 2010-H27 Series FA, 0.631% 12/20/60 (b)(g) 1,506,041 1,484,930 
Series 2011-H20 Class FA, 0.801% 9/20/61 (b)(g) 7,913,872 7,856,507 
Series 2012-H18 Class NA, 0.771% 8/20/62 (b)(g) 1,660,684 1,647,363 
Series 2013-H19 Class FC, 0.851% 8/20/63 (b)(g) 3,942,998 3,921,117 
Series 2015-H13 Class FL, 0.7095% 5/20/63 (b)(g) 4,247,096 4,229,523 
Series 2015-H19 Class FA, 0.6295% 4/20/63 (b)(g) 3,612,198 3,592,926 
Series 2010-14 Class SN, 5.5245% 2/16/40 (b)(f)(h) 1,195,137 233,356 
Series 2010-98 Class HS, 6.174% 8/20/40 (b)(f) 540,496 95,730 
Series 2011-94 Class SA, 5.668% 7/20/41 (b)(f)(h) 447,393 70,833 
Series 2013-147 Class A/S, 5.724% 10/20/43 (b)(f) 766,020 119,481 
Series 2013-160 Class MS, 5.774% 9/20/32 (b)(f)(h) 1,118,782 220,230 
Series 2015-H13 Class HA, 2.5% 8/20/64 (g) 6,531,778 6,666,107 
Series 2015-H17 Class HA, 2.5% 5/20/65 (g) 4,686,286 4,784,814 
Ginnie Mae pass thru certificates Series 2010-85 Class SE, 6.124% 7/20/40 (b)(f) 476,217 83,529 
TOTAL U.S. GOVERNMENT AGENCY  50,594,176 
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS   
(Cost $86,351,996)  86,172,518 
Commercial Mortgage Securities - 1.9%   
Banc of America Commercial Mortgage Trust:   
sequential payer:   
Series 2006-2 Class A4, 5.832% 5/10/45 (b) 187,196 187,118 
Series 2006-3 Class A4, 5.889% 7/10/44 (b) 2,488,788 2,491,002 
Series 2006-4 Class A4, 5.634% 7/10/46 968,550 970,380 
Series 2006-6 Class A3, 5.369% 10/10/45 95,292 95,260 
Series 2007-2 Class A4, 5.79% 4/10/49 (b) 9,409,000 9,542,781 
Series 2007-3 Class A4, 5.7423% 6/10/49 (b) 1,944,298 1,996,200 
Barclays Commercial Mortgage Securities LLC Series 2015-STP Class A, 3.3228% 9/10/28 (a) 4,400,000 4,527,440 
Bayview Commercial Asset Trust floater:   
Series 2005-3A Class A2, 0.8358% 11/25/35 (a)(b) 46,931 40,351 
Series 2005-4A:   
Class A2, 0.8258% 1/25/36 (a)(b) 117,773 100,564 
Class M1, 0.8858% 1/25/36 (a)(b) 38,014 30,171 
Series 2006-4A Class A2, 0.7058% 12/25/36 (a)(b) 350,620 297,922 
Series 2007-1 Class A2, 0.7058% 3/25/37 (a)(b) 72,697 61,486 
Series 2007-2A:   
Class A1, 0.7058% 7/25/37 (a)(b) 209,553 175,873 
Class A2, 0.7558% 7/25/37 (a)(b) 196,197 155,321 
Class M1, 0.8058% 7/25/37 (a)(b) 66,781 50,568 
Series 2007-3:   
Class A2, 0.7258% 7/25/37 (a)(b) 72,626 57,800 
Class M1, 0.7458% 7/25/37 (a)(b) 38,488 28,826 
Class M2, 0.7758% 7/25/37 (a)(b) 41,166 29,358 
Class M3, 0.8058% 7/25/37 (a)(b) 65,932 32,352 
Class M4, 0.9358% 7/25/37 (a)(b) 104,086 50,092 
Class M5, 1.0358% 7/25/37 (a)(b) 49,121 10,323 
Bear Stearns Commercial Mortgage Securities Trust sequential payer Series 2007-PW16 Class A4, 5.9112% 6/11/40 (b) 3,930,075 4,034,339 
C-BASS Trust floater Series 2006-SC1 Class A, 0.7058% 5/25/36 (a)(b) 29,072 27,954 
CDGJ Commercial Mortgage Trust Series 2014-BXCH:   
Class A, 1.827% 12/15/27 (a)(b) 11,201,887 11,165,099 
Class DPA, 3.4255% 12/15/27 (a)(b) 1,598,000 1,497,548 
Citigroup Commercial Mortgage Trust:   
sequential payer Series 2006-C5 Class A4, 5.431% 10/15/49 2,170,686 2,192,344 
Series 2007-C6 Class A4, 5.8982% 12/10/49 (b) 3,500,000 3,603,142 
Series 2015-GC27 Class A5, 3.137% 2/10/48 1,000,000 1,003,104 
Series 2016-GC36 Class A4, 3.349% 2/10/49 2,500,000 2,559,220 
Citigroup/Deutsche Bank Commercial Mortgage Trust sequential payer:   
Series 2006-CD3 Class A5, 5.617% 10/15/48 7,277,248 7,323,690 
Series 2007-CD4 Class A4, 5.322% 12/11/49 6,005,633 6,137,185 
COMM Mortgage Trust:   
sequential payer Series 2013-CR8 Class A4, 3.334% 6/10/46 500,000 520,788 
Series 2013-CR10 Class XA, 1.1309% 8/10/46 (b)(f) 8,452,418 359,747 
Series 2014-CR19 Class XA, 1.4501% 8/10/47 (b)(f) 12,741,028 859,087 
Series 2014-CR20 Class XA, 1.3593% 11/10/47 (b)(f) 10,727,017 752,080 
Series 2014-CR21 Class A2, 3.095% 12/10/47 520,000 537,840 
Series 2014-LC17 Class XA, 1.1645% 10/10/47 (b)(f) 12,202,064 601,927 
Series 2014-UBS4 Class XA, 1.4292% 8/10/47 (b)(f) 10,718,851 738,176 
Series 2014-UBS6 Class XA, 1.2201% 12/10/47 (b)(f) 7,192,690 437,566 
Series 2015-CR23 Class A3, 3.23% 5/10/48 2,500,000 2,529,560 
Series 2015-CR24 Class A4, 3.432% 8/10/55 1,500,000 1,539,575 
Series 2015-PC1:   
Class A4, 3.62% 7/10/50 1,900,000 1,972,590 
Class A5, 3.902% 7/10/50 2,175,000 2,301,886 
COMM Mortgage Trust pass-thru certificates:   
sequential payer Series 2006-C8 Class A4, 5.306% 12/10/46 711,037 721,087 
Series 2006-C7 Class A4, 5.9625% 6/10/46 (b) 277,271 277,404 
Credit Suisse Commercial Mortgage Trust:   
sequential payer Series 2007-C3 Class A4, 5.8888% 6/15/39 (b) 4,171,655 4,274,916 
Series 2007-C5 Class A4, 5.695% 9/15/40 (b) 185,086 191,046 
CSMC Series 2015-TOWN:   
Class A, 1.677% 3/15/17 (a)(b) 6,154,000 6,081,969 
Class B, 2.327% 3/15/17 (a)(b) 404,000 390,004 
Class C, 2.677% 3/15/17 (a)(b) 404,000 386,359 
Class D, 3.627% 3/15/17 (a)(b) 404,000 383,199 
Freddie Mac:   
sequential payer:   
Series K029 Class A2, 3.32% 2/25/23 (b) 7,350,000 7,936,942 
Series K033 Class A2, 3.06% 7/25/23 3,340,000 3,545,590 
Series K034 Class A2, 3.531% 7/25/23 12,012,000 13,122,578 
Series K035 Class A2, 3.458% 8/25/23 554,000 602,216 
Series K037 Class A2, 3.49% 1/25/24 1,900,000 2,070,124 
Series K717 Class A2, 2.991% 9/25/21 2,758,000 2,907,826 
Series K032 Class A2, 3.31% 5/25/23 882,000 950,681 
Series K036 Class A2, 3.527% 10/25/23 5,903,000 6,445,725 
Series K042 Class A2, 2.67% 12/25/24 2,000,000 2,051,154 
Series K721 Class A2, 3.09% 8/25/22 5,800,000 6,174,268 
Freddie Mac Multi-family Structured pass-thru certificates sequential payer Series K038 Class A2, 3.389% 3/25/24 884,000 956,887 
GAHR Commercial Mortgage Trust:   
floater Series 2015-NRF Class AFL1, 1.7255% 12/15/16 (a)(b) 8,174,395 8,096,197 
Series 2015-NRF Class AFX, 3.2349% 12/15/19 (a) 2,300,000 2,354,947 
GE Capital Commercial Mortgage Corp.:   
sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49 5,974,000 6,068,058 
Series 2007-C1 Class A1A, 5.483% 12/10/49 (b) 10,455,193 10,733,928 
Greenwich Capital Commercial Funding Corp.:   
sequential payer Series 2007-GG9 Class A4, 5.444% 3/10/39 14,701,722 15,014,851 
Series 2006-GG7 Class A4, 6.0483% 7/10/38 (b) 1,321,453 1,324,701 
GS Mortgage Securities Corp. Trust Series 2013-C, 2.974% 1/10/30 (a) 720,000 721,638 
GS Mortgage Securities Trust:   
sequential payer Series 2006-GG8 Class A1A, 5.547% 11/10/39 1,305,413 1,319,869 
Series 2014-GC18, 2.924% 1/10/47 800,000 820,591 
Series 2014-GC22 Class A3, 3.516% 6/10/47 800,000 831,177 
Series 2015-GC30 Class A3, 3.119% 5/10/50 2,000,000 2,005,255 
Series 2015-GC34 Class XA, 1.5357% 10/10/48 (b)(f) 6,288,027 600,345 
Hilton U.S.A. Trust Series 2013-HLT:   
Class CFX, 3.7141% 11/5/30 (a) 760,000 757,614 
Class DFX, 4.4065% 11/5/30 (a) 7,193,000 7,170,490 
Hyatt Hotel Portfolio Trust floater Series 2015-HYT Class A, 1.6755% 11/15/29 (a)(b) 4,000,000 3,978,137 
JPMBB Commercial Mortgage Securities Trust:   
sequential payer Series 2014-C21 Class A3, 3.4353% 8/15/47 (a) 1,900,000 1,955,315 
Series 2015-C30 Class A4, 3.5508% 7/15/48 1,900,000 1,986,007 
Series 2016-C1 Class ASB, 3.35% 3/15/49 8,301,000 8,551,093 
JPMorgan Chase Commercial Mortgage Securities Corp. Series 2012-CBX Class XA, 1.9192% 6/15/45 (b)(f) 37,953,082 2,453,416 
JPMorgan Chase Commercial Mortgage Securities Trust:   
floater Series 2014-BXH:   
Class C, 2.0805% 4/15/27 (a)(b) 1,239,000 1,200,368 
Class D, 2.6805% 4/15/27 (a)(b) 2,642,000 2,531,175 
sequential payer:   
Series 2006-CB17 Class A4, 5.429% 12/12/43 2,050,406 2,076,687 
Series 2007-CB18 Class A4, 5.44% 6/12/47 29,950,693 30,556,823 
Series 2007-CB20 Class A4, 5.794% 2/12/51 8,836,438 9,199,531 
Series 2007-LD11 Class A4, 5.9599% 6/15/49 (b) 44,825,239 45,719,189 
Series 2007-LDPX Class A3, 5.42% 1/15/49 9,740,237 9,931,305 
Series 2006-LDP7 Class A4, 6.1056% 4/17/45 (b) 2,111,355 2,113,159 
Series 2007-CB19:   
Class B, 5.8888% 2/12/49 (b) 24,000 5,794 
Class C, 5.8888% 2/12/49 (b) 62,000 4,067 
Class D, 5.8888% 2/12/49 (b) 44,616 71 
Series 2007-LDP10 Class CS, 5.466% 1/15/49 (b) 15,328 
LB Commercial Conduit Mortgage Trust sequential payer Series 2007-C3 Class A4, 5.9% 7/15/44 (b) 5,754,563 5,955,375 
LB-UBS Commercial Mortgage Trust sequential payer:   
Series 2006-C7 Class A2, 5.3% 11/15/38 34,208 34,561 
Series 2007-C1 Class A4, 5.424% 2/15/40 5,445,504 5,549,690 
Merrill Lynch Mortgage Trust:   
Series 2005-LC1 Class F, 5.9178% 1/12/44 (a)(b) 72,846 72,714 
Series 2006-C1 Class AM, 5.9079% 5/12/39 (b) 820,000 820,645 
Series 2007-C1 Class A4, 6.0317% 6/12/50 (b) 7,022,000 7,220,489 
Series 2008-C1 Class A4, 5.69% 2/12/51 417,629 438,476 
Merrill Lynch-CFC Commercial Mortgage Trust:   
sequential payer:   
Series 2006-4 Class A3, 5.172% 12/12/49 (b) 9,760,943 9,874,057 
Series 2007-5 Class A4, 5.378% 8/12/48 8,098,455 8,249,504 
Series 2007-6 Class A4, 5.485% 3/12/51 (b) 2,446,000 2,501,978 
Series 2007-7 Class A4, 5.81% 6/12/50 (b) 1,360,046 1,406,380 
Series 2007-6 Class B, 5.635% 3/12/51 (b) 277,000 77,782 
Series 2007-8 Class A3, 6.0719% 8/12/49 (b) 238,805 247,795 
Morgan Stanley BAML Trust:   
sequential payer Series 2014-C16 Class A3, 3.592% 6/15/47 2,600,000 2,732,663 
Series 2014-C14 Class A2, 2.916% 2/15/47 1,300,000 1,343,211 
Series 2014-C17 Class A2, 3.119% 8/15/47 1,700,000 1,773,147 
Series 2015-C22 Class ASB, 3.04% 4/15/48 2,500,000 2,545,110 
Series 2015-C25:   
Class A4, 3.372% 10/15/48 2,800,000 2,852,918 
Class XA, 1.3069% 10/15/48 (b)(f) 11,271,402 877,870 
Series 2015-C26 Class A4, 3.252% 10/15/48 3,200,000 3,257,848 
Morgan Stanley Capital I Trust:   
floater:   
Series 2006-XLF Class C, 1.631% 7/15/19 (a)(b) 57,391 56,703 
Series 2007-XLFA:   
Class D, 0.6155% 10/15/20 (a)(b) 44,654 44,657 
Class E, 0.6755% 10/15/20 (a)(b) 134,000 134,007 
sequential payer Series 2007-IQ15 Class A4, 6.1142% 6/11/49 (b) 19,150,256 19,836,779 
Series 2007-IQ14 Class A4, 5.692% 4/15/49 7,001,000 7,166,821 
Series 2015-UBS8 Class A3, 3.54% 12/15/48 3,000,000 3,111,286 
Wachovia Bank Commercial Mortgage Trust:   
sequential payer:   
Series 2006-C29 Class A4, 5.308% 11/15/48 3,530,636 3,568,247 
Series 2007-C30 Class A5, 5.342% 12/15/43 28,377,000 29,060,446 
Series 2007-C31:   
Class A4, 5.509% 4/15/47 48,090,000 49,012,217 
Class A5, 5.5% 4/15/47 7,119,000 7,326,584 
Series 2007-C32 Class A3, 5.8991% 6/15/49 (b) 11,015,294 11,253,163 
Series 2007-C33:   
Class A4, 6.1491% 2/15/51 (b) 15,526,418 16,036,323 
Class A5, 6.1491% 2/15/51 (b) 4,253,000 4,470,038 
Series 2006-C27 Class A3, 5.765% 7/15/45 (b) 465,858 465,320 
Series 2007-C32:   
Class D, 5.8991% 6/15/49 (b) 208,000 141,935 
Class E, 5.8991% 6/15/49 (b) 328,000 164,361 
Wells Fargo Commercial Mortgage Trust Series 2015-C31 Class XA, 1.2791% 11/15/48 (b)(f) 7,686,169 594,973 
WF-RBS Commercial Mortgage Trust sequential payer Series 2013-C11 Class A4, 3.037% 3/15/45 365,000 373,925 
TOTAL COMMERCIAL MORTGAGE SECURITIES   
(Cost $545,218,177)  523,827,406 
Municipal Securities - 0.4%   
Bay Area Toll Auth. San Francisco Bay Toll Bridge Rev. Series 2009 F2, 6.263% 4/1/49 1,065,000 1,487,858 
California Gen. Oblig. 6.2% 3/1/19 1,340,000 1,522,642 
Chicago Gen. Oblig.:   
(Taxable Proj.): 
Series 2010 C1, 7.781% 1/1/35 700,000 759,304 
Series 2012 B, 5.432% 1/1/42 3,585,000 2,964,114 
6.314% 1/1/44 22,660,000 20,505,034 
Curators of the Univ. of Missouri Sys. Facilities Rev. Series 2010 A, 5.792% 11/1/41 350,000 474,338 
District of Columbia Income Tax Rev. Series 2010 F, 5.582% 12/1/35 75,000 95,705 
District of Columbia Wtr. & Swr. Auth. Pub. Util. Rev. Series 2010 A, 5.522% 10/1/44 150,000 186,264 
Houston Util. Sys. Rev. 3.828% 5/15/28 200,000 218,096 
Illinois Gen. Oblig.:   
Series 2003:   
4.35% 6/1/18 2,630,000 2,696,118 
4.95% 6/1/23 7,660,000 7,976,205 
5.1% 6/1/33 34,375,000 31,958,781 
Series 2010 5, 6.2% 7/1/21 2,395,000 2,608,993 
Series 2010-1, 6.63% 2/1/35 3,845,000 4,165,404 
Series 2010-3:   
6.725% 4/1/35 2,510,000 2,750,056 
7.35% 7/1/35 4,655,000 5,118,685 
Series 2011:   
5.365% 3/1/17 125,000 129,328 
5.665% 3/1/18 6,560,000 6,926,573 
5.877% 3/1/19 11,620,000 12,560,174 
Series 2013:   
1.84% 12/1/16 2,445,000 2,458,227 
3.6% 12/1/19 2,105,000 2,125,882 
Massachusetts Commonwealth Trans. Fund Rev. (Accelerated Bridge Prog.) Series 2010 A, 5.731% 6/1/40 150,000 193,089 
New Jersey Tpk. Auth. Tpk. Rev.:   
Series 2010 A, 7.102% 1/1/41 1,200,000 1,708,728 
Series A, 7.414% 1/1/40 820,000 1,207,630 
New York City Transitional Fin. Auth. Rev. Series 2010 C2, 5.767% 8/1/36 900,000 1,118,286 
Ohio State Univ. Gen. Receipts:   
Series 2010 C, 4.91% 6/1/40 275,000 324,242 
Series 2011 A, 4.8% 6/1/11 608,000 632,660 
Port Auth. of New York & New Jersey:   
174th Series, 4.458% 10/1/62 600,000 607,644 
Series 180, 4.96% 8/1/46 265,000 307,302 
Salt River Proj. Agricultural Impt. & Pwr. District Elec. Sys. Rev. Series 2010 A, 4.839% 1/1/41 385,000 467,906 
San Antonio Elec. & Gas Sys. Rev. Series 2010 A, 5.718% 2/1/41 385,000 500,281 
TOTAL MUNICIPAL SECURITIES   
(Cost $121,955,909)  116,755,549 
Foreign Government and Government Agency Obligations - 0.1%   
Chilean Republic 3.875% 8/5/20 $800,000 $864,000 
Colombian Republic 5% 6/15/45 365,000 305,688 
Israeli State:   
(guaranteed by U.S. Government through Agency for International Development) 5.5% 12/4/23 230,000 286,280 
4% 6/30/22 300,000 331,755 
5.5% 4/26/24 595,000 746,896 
United Mexican States:   
3.5% 1/21/21 12,468,000 12,842,040 
4.75% 3/8/44 1,930,000 1,814,200 
5.625% 1/15/17 3,410,000 3,525,940 
TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS   
(Cost $20,498,153)  20,716,799 
Bank Notes - 0.1%   
Capital One Bank NA 2.15% 11/21/18 270,000 267,824 
Discover Bank:   
(Delaware) 3.2% 8/9/21 $5,716,000 $5,677,571 
3.1% 6/4/20 6,744,000 6,707,400 
8.7% 11/18/19 357,000 409,172 
JPMorgan Chase Bank 6% 10/1/17 900,000 954,734 
Marshall & Ilsley Bank 5% 1/17/17 4,118,000 4,226,295 
PNC Bank NA 6.875% 4/1/18 250,000 274,876 
Regions Bank 7.5% 5/15/18 7,751,000 8,543,454 
TOTAL BANK NOTES   
(Cost $26,795,543)  27,061,326 
 Shares Value 
Fixed-Income Funds - 77.4%   
High Yield Fixed-Income Funds - 1.5%   
MainStay High Yield Corporate Bond Fund Class A 36,115,435 $186,716,801 
T. Rowe Price High Yield Fund I Class 35,298,955 213,205,691 
TOTAL HIGH YIELD FIXED-INCOME FUNDS  399,922,492 
Intermediate-Term Bond Funds - 75.5%   
DoubleLine Total Return Bond Fund Class N 90,496,753 984,604,677 
Fidelity Total Bond Fund (i) 449,001,022 4,633,690,544 
JPMorgan Core Bond Fund Select Class 87,262,092 1,024,456,954 
Metropolitan West Total Return Bond Fund Class M 185,151,564 1,994,082,340 
PIMCO Income Fund Institutional Class 57,240,395 663,988,580 
PIMCO Mortgage Opportunities Fund Institutional Class 34,391,418 373,490,804 
PIMCO Total Return Fund Institutional Class 566,694,435 5,700,945,984 
Prudential Total Return Bond Fund Class A 60,204,043 852,489,253 
Spartan U.S. Bond Index Fund Investor Class (i) 11,708,477 136,872,100 
Templeton Global Bond Fund Class A 19,843,796 219,869,260 
Voya Intermediate Bond Fund Class I 44,746,512 447,465,118 
Westcore Plus Bond Fund Retail Class 25,617,402 273,337,675 
Western Asset Core Bond Fund Class I 71,132,111 870,657,041 
Western Asset Core Plus Bond Fund Class I 181,043,814 2,071,141,227 
TOTAL INTERMEDIATE-TERM BOND FUNDS  20,247,091,557 
Long Government Bond Funds - 0.4%   
Spartan Long-Term Treasury Bond Index Fund Investor Class (i) 7,433,103 102,353,825 
TOTAL FIXED-INCOME FUNDS   
(Cost $21,445,678,955)  20,749,367,874 
 Principal Amount Value 
Preferred Securities - 0.1%   
FINANCIALS - 0.1%   
Banks - 0.1%   
Barclays Bank PLC 7.625% 11/21/22   
(Cost $29,654,851) 24,912,000 25,719,330 
 Shares Value 
Money Market Funds - 0.8%   
Fidelity Cash Central Fund, 0.40% (j) 53,649,591 53,649,591 
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (k) 148,522,386 148,522,386 
TOTAL MONEY MARKET FUNDS   
(Cost $202,171,977)  202,171,977 
TOTAL INVESTMENT PORTFOLIO - 101.5%   
(Cost $28,039,673,804)  27,222,994,716 
NET OTHER ASSETS (LIABILITIES) - (1.5)%  (405,583,191) 
NET ASSETS - 100%  $26,817,411,525 

TBA Sale Commitments   
 Principal Amount Value 
Fannie Mae   
2.5% 3/1/31 $(1,900,000) $(1,948,094) 
3% 3/1/46 (8,400,000) (8,613,281) 
3.5% 3/1/46 (7,900,000) (8,278,112) 
3.5% 3/1/46 (9,400,000) (9,849,906) 
3.5% 3/1/46 (9,400,000) (9,849,906) 
4% 3/1/46 (4,400,000) (4,694,594) 
4% 3/1/46 (4,250,000) (4,534,551) 
4% 3/1/46 (4,400,000) (4,694,594) 
4% 3/1/46 (2,200,000) (2,347,297) 
4% 3/1/46 (5,900,000) (6,295,023) 
4% 3/1/46 (1,200,000) (1,280,344) 
4% 3/1/46 (5,900,000) (6,295,023) 
4% 3/1/46 (1,200,000) (1,280,344) 
4% 3/1/46 (4,250,000) (4,534,551) 
4% 3/1/46 (2,200,000) (2,347,297) 
4% 3/1/46 (1,600,000) (1,707,125) 
TOTAL FANNIE MAE  (78,550,042) 
Freddie Mac   
4% 3/1/46 (898,000) (956,878) 
4% 3/1/46 (602,000) (641,470) 
4% 3/1/46 (2,200,000) (2,344,244) 
4% 3/1/46 (9,100,000) (9,696,644) 
4% 3/1/46 (700,000) (745,896) 
4% 3/1/46 (1,600,000) (1,704,904) 
TOTAL FREDDIE MAC  (16,090,036) 
Ginnie Mae   
3% 3/1/46 (5,800,000) (6,006,625) 
3% 3/1/46 (5,300,000) (5,488,813) 
3.5% 3/1/46 (900,000) (950,273) 
4% 3/1/46 (6,775,000) (7,235,556) 
4% 3/1/46 (1,375,000) (1,468,471) 
4% 3/1/46 (2,100,000) (2,242,755) 
4% 3/1/46 (4,200,000) (4,485,511) 
4% 3/1/46 (2,100,000) (2,242,755) 
4% 3/1/46 (4,200,000) (4,485,508) 
TOTAL GINNIE MAE  (34,606,267) 
TOTAL TBA SALE COMMITMENTS   
(Proceeds $129,239,489)  $(129,246,345) 

Swaps

Underlying Reference Expiration Date Clearinghouse/Counterparty Fixed Payment Received/(Paid) Notional Amount Value Upfront Premium Received/(Paid) Unrealized Appreciation/(Depreciation) 
Credit Default Swaps        
Buy Protection        
Deutsche Bank AG Dec. 2018 Credit Suisse International (1%) $2,000,000 $53,814 $(57,853) $(4,039) 
Deutsche Bank AG Mar. 2019 JPMorgan Chase Bank, N.A. (1%) 1,655,634 48,884 (58,234) (9,350) 
National Australia Bank Ltd Dec. 2018 Credit Suisse International (1%) 2,000,000 (4,463) (96,025) (100,488) 
National Australia Bank Ltd Dec. 2018 Credit Suisse International (1%) 2,000,000 (4,463) (82,509) (86,972) 
Societe Generale Dec. 2017 Credit Suisse International (3%) 1,765,000 (84,541) 26,109 (58,432) 
Societe Generale Dec. 2017 Credit Suisse International (3%) 1,764,000 (84,493) 9,870 (74,623) 
UFJ Finance Aruba AEC Mar. 2018 Credit Suisse International (1%) 1,500,000 (8,850) (13,746) (22,596) 
UFJ Finance Aruba AEC Mar. 2018 Credit Suisse International (1%) 1,765,000 (10,413) (36,498) (46,911) 
TOTAL CREDIT DEFAULT SWAPS     $(94,525) $(308,886) $(403,411) 

Clearinghouse/Counterparty(1) Expiration Date Notional Amount Payment Received Payment Paid Value Upfront Premium Received/(Paid)(2) Unrealized Appreciation/(Depreciation) 
Interest Rate Swaps        
LCH Mar. 2018 $15,100,000 3-month LIBOR 1.5% $(104,235) $0 $(104,235) 
LCH Mar. 2021 11,140,000 3-month LIBOR 2% (313,634) (313,634) 
LCH Mar. 2023 2,430,000 3-month LIBOR 2.25% 1,458 1,458 
LCH Mar. 2046 1,200,000 3-month LIBOR 2.75% (81,720) (81,720) 
TOTAL INTEREST RATE SWAPS     $(498,131) $ 0 $(498,131) 

 (1) Swaps with LCH Clearnet Group (LCH) are centrally cleared over-the-counter (OTC) swaps.

 (2) Any premiums for centrally cleared over-the-counter (OTC) swaps are recorded periodically throughout the term of the swap to variation margin and included in unrealized appreciation (depreciation).


Legend

 (a) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $369,958,881 or 1.4% of net assets.

 (b) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

 (c) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

 (d) A portion of the security sold on a delayed delivery basis.

 (e) Security or a portion of the security was pledged to cover margin requirements for centrally cleared OTC swaps. At period end, the value of securities pledged amounted to $737,232.

 (f) Security represents right to receive monthly interest payments on an underlying pool of mortgages or assets. Principal shown is the outstanding par amount of the pool as of the end of the period.

 (g) Represents an investment in an underlying pool of reverse mortgages which typically do not require regular principal and interest payments as repayment is deferred until a maturity event.

 (h) Coupon is inversely indexed to a floating interest rate multiplied by a specified factor. The price may be considerably more volatile than the price of a comparable fixed rate security.

 (i) Affiliated Fund

 (j) Affiliated fund that is generally available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

 (k) The rate quoted is the annualized seven-day yield of the fund at period end.


Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund Income earned 
Fidelity Cash Central Fund $225,259 
Total $225,259 

Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Total Bond Fund $-- $5,479,118,831 $620,204,508 $139,407,297 $4,633,690,544 
Spartan Long-Term Treasury Bond Index Fund Investor Class -- 97,091,907 -- 686,426 102,353,825 
Spartan U.S. Bond Index Fund Investor Class 310,103,513 94,424,131 263,264,048 5,520,436 136,872,100 
Total $310,103,513 $5,670,634,869 $883,468,556 $145,614,159 $4,872,916,469 

Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Corporate Bonds $2,296,280,758 $-- $2,296,280,758 $-- 
U.S. Government and Government Agency Obligations 1,007,427,079 -- 1,007,427,079 -- 
U.S. Government Agency - Mortgage Securities 2,078,584,385 -- 2,078,584,385 -- 
Asset-Backed Securities 88,909,715 -- 88,564,959 344,756 
Collateralized Mortgage Obligations 86,172,518 -- 86,172,518 -- 
Commercial Mortgage Securities 523,827,406 -- 523,827,406 -- 
Municipal Securities 116,755,549 -- 116,755,549 -- 
Foreign Government and Government Agency Obligations 20,716,799 -- 20,716,799 -- 
Bank Notes 27,061,326 -- 27,061,326 -- 
Fixed-Income Funds 20,749,367,874 20,749,367,874 -- -- 
Preferred Securities 25,719,330 -- 25,719,330 -- 
Money Market Funds 202,171,977 202,171,977 -- -- 
Total Investments in Securities: $27,222,994,716 $20,951,539,851 $6,271,110,109 $344,756 
Derivative Instruments:     
Assets     
Swaps $104,156 $-- $104,156 $-- 
Total Assets $104,156 $-- $104,156 $-- 
Liabilities     
Swaps $(696,812) $-- $(696,812) $-- 
Total Liabilities $(696,812) $-- $(696,812) $-- 
Total Derivative Instruments: $(592,656) $-- $(592,656) $-- 
Other Financial Instruments:     
TBA Sale Commitments $(129,246,345) $-- $(129,246,345) $-- 
Total Other Financial Instruments: $(129,246,345) $-- $(129,246,345) $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Credit Risk   
Swaps(a) $102,698 $(197,223) 
Total Credit Risk 102,698 (197,223) 
Interest Rate Risk   
Swaps(a) 1,458 (499,589) 
Total Interest Rate Risk 1,458 (499,589) 
Total Value of Derivatives $104,156 $(696,812) 

 (a) For bi-lateral over-the-counter (OTC) swaps, reflects gross value which is presented in the Statement of Assets and Liabilities in the bi-lateral OTC swaps, at value line-items. For centrally cleared OTC swaps, reflects gross cumulative appreciation (depreciation) as presented in the Schedule of Investments. For centrally cleared OTC swaps, only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $22,921,216,675) 
$22,296,428,656  
Fidelity Central Funds (cost $53,649,591) 53,649,591  
Affiliated issuers (cost $5,064,807,538) 4,872,916,469  
Total Investments (cost $28,039,673,804)  $27,222,994,716 
Cash  93,010 
Receivable for investments sold   
Regular delivery  12,852,270 
Delayed delivery  71,082,443 
Receivable for TBA sale commitments  129,239,489 
Receivable for fund shares sold  15,726,043 
Dividends receivable  12,547,653 
Interest receivable  42,841,283 
Distributions receivable from Fidelity Central Funds  19,632 
Bi-lateral OTC swaps, at value  102,698 
Prepaid expenses  9,616 
Other receivables  170,592 
Total assets  27,507,679,445 
Liabilities   
Payable for investments purchased   
Regular delivery $82,410,999  
Delayed delivery 460,349,708  
TBA sale commitments, at value 129,246,345  
Payable for fund shares redeemed 15,806,476  
Distributions payable 53,764  
Bi-lateral OTC swaps, at value 197,223  
Accrued management fee 653,761  
Payable for daily variation margin for derivative instruments 10,609  
Other affiliated payables 586,176  
Other payables and accrued expenses 952,859  
Total liabilities  690,267,920 
Net Assets  $26,817,411,525 
Net Assets consist of:   
Paid in capital  $27,537,608,216 
Distributions in excess of net investment income  (23,180,632) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  120,571,427 
Net unrealized appreciation (depreciation) on investments  (817,587,486) 
Net Assets, for 2,578,955,987 shares outstanding  $26,817,411,525 
Net Asset Value, offering price and redemption price per share ($26,817,411,525 ÷ 2,578,955,987 shares)  $10.40 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $511,738,527 
Affiliated issuers  145,614,159 
Interest  178,007,360 
Income from Fidelity Central Funds  225,259 
Total income  835,585,305 
Expenses   
Management fee $76,084,965  
Transfer agent fees 4,806,458  
Accounting fees and expenses 2,027,367  
Custodian fees and expenses 164,161  
Independent trustees' compensation 295,661  
Registration fees 1,086,044  
Audit 91,969  
Legal 178,475  
Miscellaneous 180,453  
Total expenses before reductions 84,915,553  
Expense reductions (68,284,914) 16,630,639 
Net investment income (loss)  818,954,666 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (95,479,602)  
Affiliated issuers (19,332,939)  
Foreign currency transactions 17,119  
Swaps (1,009,533)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 232,710,120  
Affiliated issuers 27,202,738  
Total net realized gain (loss)  144,107,903 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(1,127,997,953)  
Swaps 42,420  
Delayed delivery commitments 131,209  
Total change in net unrealized appreciation (depreciation)  (1,127,824,324) 
Net gain (loss)  (983,716,421) 
Net increase (decrease) in net assets resulting from operations  $(164,761,755) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $818,954,666 $538,115,022 
Net realized gain (loss) 144,107,903 67,951,111 
Change in net unrealized appreciation (depreciation) (1,127,824,324) 243,585,508 
Net increase (decrease) in net assets resulting from operations (164,761,755) 849,651,641 
Distributions to shareholders from net investment income (842,838,767) (538,138,003) 
Distributions to shareholders from net realized gain (20,634,163) (16,169,284) 
Total distributions (863,472,930) (554,307,287) 
Share transactions   
Proceeds from sales of shares 15,529,439,757 6,216,081,968 
Reinvestment of distributions 862,696,289 553,741,376 
Cost of shares redeemed (8,075,765,662) (4,215,118,317) 
Net increase (decrease) in net assets resulting from share transactions 8,316,370,384 2,554,705,027 
Total increase (decrease) in net assets 7,288,135,699 2,850,049,381 
Net Assets   
Beginning of period 19,529,275,826 16,679,226,445 
End of period (including distributions in excess of net investment income of $23,180,632 and undistributed net investment income of $3,345,392, respectively) $26,817,411,525 $19,529,275,826 
Other Information   
Shares   
Sold 1,455,495,859 581,710,291 
Issued in reinvestment of distributions 82,043,342 51,790,469 
Redeemed (770,930,463) (393,716,933) 
Net increase (decrease) 766,608,738 239,783,827 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Core Income Fund

      
Years ended February 28, 2016A 2015 2014 2013 2012A 
Selected Per–Share Data      
Net asset value, beginning of period $10.78 $10.61 $10.87 $10.74 $10.52 
Income from Investment Operations      
Net investment income (loss)B .316 .315 .267 .329 .372 
Net realized and unrealized gain (loss) (.366) .177 (.224) .269 .371 
Total from investment operations (.050) .492 .043 .598 .743 
Distributions from net investment income (.322) (.313) (.263) (.327) (.373) 
Distributions from net realized gain (.008) (.009) (.040) (.141) (.150) 
Total distributions (.330) (.322) (.303) (.468) (.523) 
Net asset value, end of period $10.40 $10.78 $10.61 $10.87 $10.74 
Total ReturnC (.45)% 4.71% .43% 5.65% 7.26% 
Ratios to Average Net AssetsD,E      
Expenses before reductions .31% .32% .33% .33% .35% 
Expenses net of fee waivers, if any .06% .07% .08% .08% .10% 
Expenses net of all reductions .06% .07% .08% .08% .10% 
Net investment income (loss) 3.00% 2.95% 2.52% 3.03% 3.52% 
Supplemental Data      
Net assets, end of period (000 omitted) $26,817,412 $19,529,276 $16,679,226 $12,929,366 $9,153,017 
Portfolio turnover rateF 69% 120% 78% 81% 113% 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 D Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. Fees and expenses of the Underlying Funds are not included in the Fund's annualized ratios. The Fund indirectly bears its proportionate share of the expenses of the Underlying Funds.

 F Amount does not include the portfolio activity of any underlying Fidelity Central Funds or Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Core Income Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is offered exclusively to clients of Strategic Advisers, Inc. (Strategic Advisers), an affiliate of Fidelity Management & Research Company (FMR).

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds, bank notes, foreign government and government agency obligations, municipal securities, preferred securities and U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. Asset backed securities, collateralized mortgage obligations, commercial mortgage securities and U.S. government agency mortgage securities are valued by pricing vendors who utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. Swaps are marked-to-market daily based on valuations from third party pricing vendors, registered derivatives clearing organizations (clearinghouses) or broker-supplied valuations. These pricing sources may utilize inputs such as interest rate curves, credit spread curves, default possibilities and recovery rates. When independent prices are unavailable or unreliable, debt securities and swaps may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities and swaps are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Income and capital gain distributions from Underlying Funds, if any, are recorded on the ex-dividend date. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. The principal amount on inflation-indexed securities is periodically adjusted to the rate of inflation and interest is accrued based on the principal amount. The adjustments to principal due to inflation are reflected as increases or decreases to Interest in the accompanying Statement of Operations. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, swaps, foreign currency transactions, market discount, deferred trustees compensation, and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $277,578,614 
Gross unrealized depreciation (1,132,070,697) 
Net unrealized appreciation (depreciation) on securities $(854,492,083) 
Tax Cost $28,077,486,799 

The tax-based components of distributable earnings as of period end were as follows:

Undistributed long-term capital gain $153,771,321 
Net unrealized appreciation (depreciation) on securities and other investments $(855,420,980) 

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $842,838,767 $ 554,307,287 
Long-term Capital Gains 20,634,163 – 
Total $863,472,930 $ 554,307,287 

Delayed Delivery Transactions and When-Issued Securities. During the period, the Fund transacted in securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

To-Be-Announced (TBA) Securities and Mortgage Dollar Rolls. During the period, the Fund transacted in TBA securities that involved buying or selling mortgage-backed securities (MBS) on a forward commitment basis. A TBA transaction typically does not designate the actual security to be delivered and only includes an approximate principal amount; however delivered securities must meet specified terms defined by industry guidelines, including issuer, rate and current principal amount outstanding on underlying mortgage pools. The Fund may enter into a TBA transaction with the intent to take possession of or deliver the underlying MBS, or the Fund may elect to extend the settlement by entering into either a mortgage or reverse mortgage dollar roll. Mortgage dollar rolls are transactions where a fund sells TBA securities and simultaneously agrees to repurchase MBS on a later date at a lower price and with the same counterparty. Reverse mortgage dollar rolls involve the purchase and simultaneous agreement to sell TBA securities on a later date at a lower price. Transactions in mortgage dollar rolls and reverse mortgage dollar rolls are accounted for as purchases and sales and may result in an increase to the Fund's portfolio turnover rate.

Purchases and sales of TBA securities involve risks similar to those discussed above for delayed delivery and when-issued securities. Also, if the counterparty in a mortgage dollar roll or a reverse mortgage dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's right to repurchase or sell securities may be limited. Additionally, when a fund sells TBA securities without already owning or having the right to obtain the deliverable securities (an uncovered forward commitment to sell), it incurs a risk of loss because it could have to purchase the securities at a price that is higher than the price at which it sold them. A fund may be unable to purchase the deliverable securities if the corresponding market is illiquid.

TBA securities subject to a forward commitment to sell at period end are included at the end of the Fund's Schedule of Investments under the caption "TBA Sale Commitments." The proceeds and value of these commitments are reflected in the Fund's Statement of Assets and Liabilities as Receivable for TBA sale commitments and TBA sale commitments, at value, respectively.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including swaps. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns, to gain exposure to certain types of assets and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risks:

Credit Risk Credit risk relates to the ability of the issuer of a financial instrument to make further principal or interest payments on an obligation or commitment that it has to the Fund.
 
Interest Rate Risk Interest rate risk relates to the fluctuations in the value of interest-bearing securities due to changes in the prevailing levels of market interest rates. 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain OTC derivatives such as bi-lateral swaps, the Fund attempts to reduce its exposure to counterparty credit risk by entering into an International Swaps and Derivatives Association, Inc. (ISDA) Master Agreement with each of its counterparties. The ISDA Master Agreement gives the Fund the right to terminate all transactions traded under such agreement upon the deterioration in the credit quality of the counterparty beyond specified levels. The ISDA Master Agreement gives each party the right, upon an event of default by the other party or a termination of the agreement, to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net payable by one party to the other. To mitigate counterparty credit risk on bi-lateral OTC derivatives, the Fund receives collateral in the form of cash or securities once the Fund's net unrealized appreciation on outstanding derivative contracts under an ISDA Master Agreement exceeds certain applicable thresholds, subject to certain minimum transfer provisions. The collateral received is held in segregated accounts with the Fund's custodian bank in accordance with the collateral agreements entered into between the Fund, the counterparty and the Fund's custodian bank. The Fund could experience delays and costs in gaining access to the collateral even though it is held by the Fund's custodian bank. The Fund's maximum risk of loss from counterparty credit risk related to bi-lateral OTC derivatives is generally the aggregate unrealized appreciation and unpaid counterparty payments in excess of any collateral pledged by the counterparty to the Fund. The Fund may be required to pledge collateral for the benefit of the counterparties on bi-lateral OTC derivatives in an amount not less than each counterparty's unrealized appreciation on outstanding derivative contracts, subject to certain minimum transfer provisions, and any such pledged collateral is identified in the Schedule of Investments. Counterparty credit risk related to centrally cleared OTC swaps may be mitigated by the protection provided by the clearinghouse.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Net Realized Gain (Loss) and Change in Net Unrealized Appreciation (Depreciation) on Derivatives. The table below, which reflects the impacts of derivatives on the financial performance of the Fund, summarizes the net realized gain (loss) and change in net unrealized appreciation (depreciation) for derivatives during the period as presented in the Statement of Operations.

Primary Risk Exposure / Derivative Type Net Realized Gain (Loss) Change in Net Unrealized Appreciation (Depreciation) 
Credit Risk   
Swaps $(325,658) $496,193 
Interest Rate Risk   
Swaps (683,875) (453,773) 
Totals(a) $(1,009,533) $42,420 

 (a) A summary of the value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Schedule of Investments


Swaps. A swap is a contract between two parties to exchange future cash flows at periodic intervals based on a notional principal amount. A bi-lateral OTC swap is a transaction between a fund and a dealer counterparty where cash flows are exchanged between the two parties for the life of the swap. A centrally cleared OTC swap is a transaction executed between a fund and a dealer counterparty, then cleared by a futures commission merchant (FCM) through a clearinghouse. Once cleared, the clearinghouse serves as a central counterparty, with whom a fund exchanges cash flows for the life of the transaction, similar to transactions in futures contracts.

Bi-lateral OTC swaps are marked-to-market daily and changes in value are reflected in the Statement of Assets and Liabilities in the bi-lateral OTC swaps at value line items. Any upfront premiums paid or received upon entering a bi-lateral OTC swap to compensate for differences between stated terms of the swap and prevailing market conditions (e.g. credit spreads, interest rates or other factors) are recorded in net unrealized appreciation (depreciation) in the Statement of Assets and Liabilities and amortized to realized gain or (loss) ratably over the term of the swap. Any unamortized upfront premiums are presented in the Schedule of Investments.

Centrally cleared OTC swaps require a fund to deposit either cash or securities (initial margin) with the FCM, at the instruction of and for the benefit of the clearinghouse. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments. Centrally cleared OTC swaps are marked-to-market daily and subsequent payments (variation margin) are made or received depending on the daily fluctuations in the value of the swaps and are recorded as unrealized appreciation or (depreciation). These daily payments, if any, are included in receivable or payable for daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Any premiums for centrally cleared OTC swaps are recorded periodically throughout the term of the swap to variation margin and included in unrealized appreciation (depreciation) in the Statement of Assets and Liabilities. Any premiums are recognized as realized gain (loss) upon termination or maturity of the swap.

For both bi-lateral and centrally cleared OTC swaps, payments are exchanged at specified intervals, accrued daily commencing with the effective date of the contract and recorded as realized gain or (loss). Some swaps may be terminated prior to the effective date and realize a gain or loss upon termination. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on swaps during the period is included in the Statement of Operations.

Any open swaps at period end are included in the Schedule of Investments under the caption "Swaps" and are representative of volume of activity during the period.

Credit Default Swaps. Credit default swaps enable the Fund to buy or sell protection against specified credit events on a single-name issuer or a traded credit index. Under the terms of a credit default swap the buyer of protection (buyer) receives credit protection in exchange for making periodic payments to the seller of protection (seller) based on a fixed percentage applied to a notional principal amount. In return for these payments, the seller will be required to make a payment upon the occurrence of one or more specified credit events. The Fund enters into credit default swaps as a seller to gain credit exposure to an issuer and/or as a buyer to obtain a measure of protection against defaults of an issuer. Periodic payments are made over the life of the contract by the buyer provided that no credit event occurs.

For credit default swaps on most corporate and sovereign issuers, credit events include bankruptcy, failure to pay or repudiation/moratorium. For credit default swaps on corporate or sovereign issuers, the obligation that may be put to the seller is not limited to the specific reference obligation described in the Schedule of Investments. For credit default swaps on asset-backed securities, a credit event may be triggered by events such as failure to pay principal, maturity extension, rating downgrade or write-down. For credit default swaps on asset-backed securities, the reference obligation described represents the security that may be put to the seller. For credit default swaps on a traded credit index, a specified credit event may affect all or individual underlying securities included in the index.

As a seller, if an underlying credit event occurs, the Fund will pay a net settlement amount of cash equal to the notional amount of the swap less the recovery value of the reference obligation or underlying securities comprising an index. Only in the event of the industry's inability to value the underlying asset will the Fund be required to take delivery of the reference obligation or underlying securities comprising an index and pay an amount equal to the notional amount of the swap.

As a buyer, if an underlying credit event occurs, the Fund will receive a net settlement amount of cash equal to the notional amount of the swap less the recovery value of the reference obligation or underlying securities comprising an index. Only in the event of the industry's inability to value the underlying asset will the Fund be required to deliver the reference obligation or underlying securities comprising an index in exchange for payment of an amount equal to the notional amount of the swap.

Typically, the value of each credit default swap and credit rating disclosed for each reference obligation in the Schedule of Investments, where the Fund is the seller, can be used as measures of the current payment/performance risk of the swap. As the value of the swap changes as a positive or negative percentage of the total notional amount, the payment/performance risk may decrease or increase, respectively. In addition to these measures, the investment adviser monitors a variety of factors including cash flow assumptions, market activity and market sentiment as part of its ongoing process of assessing payment/performance risk.

Interest Rate Swaps. Interest rate swaps are agreements between counterparties to exchange cash flows, one based on a fixed rate, and the other on a floating rate. The Fund entered into interest rate swaps to manage its exposure to interest rate changes. Changes in interest rates can have an effect on both the value of bond holdings as well as the amount of interest income earned. In general, the value of bonds can fall when interest rates rise and can rise when interest rates fall.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $13,105,483,285 and $4,695,228,671, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .25% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed .60% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .28% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, and Prudential Investment Management, Inc., each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. The Fund does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .02% of average net assets.

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Fidelity Cash Central Fund seeks preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $31,010 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .25% of the Fund's average net assets until September 30, 2018. During the period, this waiver reduced the Fund's management fee by $68,281,208.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $1,926 for the period.

In addition, through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's custody expenses. During the period, these credits reduced the Fund's custody expenses by $1,780.

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

The Fund does not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the Fund within its principal investment strategies may represent a significant portion of an Underlying Fund's net assets. At the end of the period, the Fund was the owner of record of approximately 21% of the total outstanding shares of Fidelity Total Bond Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Core Income Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Core Income Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Core Income Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 21, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-3455.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Actual .06% $1,000.00 $1,006.20 $.30 
Hypothetical-C  $1,000.00 $1,024.57 $.30 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

The Board of Trustees of Strategic Advisers Core Income Fund voted to pay on April 18, 2016, to shareholders of record at the opening of business on April 15, 2016, a distribution of $0.062 per share derived from capital gains realized from sales of portfolio securities.

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 29, 2016, $157,091,047 or, if subsequently determined to be different, the net capital gain of such year.

A total of 10.83% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Core Income Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Prudential Investment Management, Inc. (PIM) and Pyramis Global Advisors, LLC (Pyramis) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, PIM and Pyramis (collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2014, the cumulative total returns of the fund and the cumulative total returns of an appropriate benchmark index and peer group. The box within each chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Core Income Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the fund was in the third quartile for the one-year period and in the second quartile for the three- and five-year periods ended December 31, 2014. The Board also noted that the fund had under-performed 52% and out-performed 66% and 67% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period and higher than its benchmark for the three- and five-year periods shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' proposal to extend the 0.25% management fee waiver through September 30, 2018 and considered that the fund's maximum aggregate annual management fee rate may not exceed 0.60%. In considering the fund's management fee and management fee waiver and comparisons to other registered investment companies with investment objectives similar to those of the fund, the Board noted that shares of the fund are offered only to clients that participate in the Fidelity Portfolio Advisory Service managed account program.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Core Income Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type. The Board noted that the fund's total expenses were below the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board also took into consideration that Strategic Advisers has agreed to waive 0.25% of its management fee through September 30, 2018.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

SSC-ANN-0416
1.912891.105


Strategic Advisers® International Multi-Manager Fund

Class F



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class F (13.26)% 4.34% 

 A From May 2, 2012.


 The initial offering of Class F shares took place on December 18, 2012. Returns prior to December 18, 2012 are those of Strategic Advisers® International Multi-Manager Fund, the original class of the fund. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® International Multi-Manager Fund - Class F on May 2, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE Index performed over the same period.

See previous page for additional information regarding the performance of Class F.


Period Ending Values

$11,768Strategic Advisers® International Multi-Manager Fund - Class F

$11,522MSCI EAFE Index

Management's Discussion of Fund Performance

Market Recap:  International equities suffered a setback for the year ending February 29, 2016, held back by a collapse in commodity prices that affected resources-related sectors and geographies in particular. The non-U.S. developed-markets MSCI EAFE Index returned -15.04% for the 12 months, hurt also by concerns about global economic growth. Stocks in developing markets fell further, with the MSCI Emerging Markets Index returning -23.13%. Commodity producers were pressured for much of the year, largely related to economic deceleration in China, the world's second-largest economy and a leading consumer of raw materials. Effects were exacerbated by U.S. dollar strength relative to global currencies, weighing on commodities priced in dollars and acutely affecting the equity returns of resources-related areas. Among regions within the MSCI EAFE Index, net energy consumer Japan (-10%) fared best; Asia Pacific ex Japan (-19%), worst. At the country level, only Denmark (+5%) and Israel (+3%) managed a gain, with several notching declines of greater than 20%. As for sectors, consumer staples (-2%) and telecommunication services (-6%) lost the least, whereas materials (-29%), financials (-22%) and energy (-21%) lost the most. Among emerging-markets countries, Hungary (+27%) proved the sole gainer. Meanwhile, Greece (-68%), Brazil (-40%), China (-29%) and India (-26%) headed the market's broad-based decline.

Comments from Portfolio Manager Wilfred Chilangwa:  For the year, the fund's share classes posted negative returns but outpaced the benchmark MSCI EAFE Index. Relative to the benchmark, sub-adviser Massachusetts Financial Services' (MFS) International Value strategy was the top contributor, as this manager's quality-focused all-cap approach delivered favorable overall positioning in Japan and solid stock selection in the United Kingdom. From a sector perspective, beneficial positioning in consumer staples, information technology and financials added the most value. William Blair Investment Management also aided the fund's relative performance, fueled by strong picks in continental Europe and the United Kingdom, along with lighter-than-benchmark exposure to poor-performing Australia. The Select International strategy run by FIAM℠ provided a further boost versus the benchmark. On the downside, MFS's International Research Equity strategy was hampered by adverse security selection in the United Kingdom, particularly among health care, industrials and utilities names. Causeway Capital Management's exposure to Canada and stock picks in continental Europe worked against its relative performance, as did an underweighting in Japan, which held up better than many other developed markets this past year.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
Nestle SA 2.2 2.0 
KDDI Corp. 1.8 1.9 
Roche Holding AG (participation certificate) 1.6 1.7 
Danone SA 1.5 1.2 
WisdomTree Europe Hedged Equity ETF 1.4 1.5 
Novartis AG 1.4 2.0 
Reckitt Benckiser Group PLC 1.4 1.2 
Japan Tobacco, Inc. 1.2 1.0 
British American Tobacco PLC (United Kingdom) 1.1 0.9 
Bayer AG 1.0 1.3 
 14.6  

Top Five Market Sectors as of February 29, 2016

(stocks only) % of fund's net assets % of fund's net assets 6 months ago 
Financials 18.7 21.3 
Consumer Staples 14.5 13.3 
Industrials 11.8 10.3 
Consumer Discretionary 10.5 11.2 
Information Technology 9.8 8.2 

Geographic Diversification (% of fund's net assets)

As of February 29, 2016 
   Japan 18.0% 
   United Kingdom 17.4% 
   United States of America* 11.5% 
   Switzerland 10.2% 
   France 9.9% 
   Germany 7.5% 
   Netherlands 3.6% 
   Australia 3.1% 
   Hong Kong 1.9% 
   Other 16.9% 


 * Includes Short-Term investments and Net Other Assets (Liabilities).


As of August 31, 2015 
   Japan 19.6% 
   United Kingdom 17.6% 
   United States of America* 10.7% 
   Switzerland 10.6% 
   France 9.1% 
   Germany 7.1% 
   Netherlands 3.7% 
   Australia 2.4% 
   Hong Kong 2.3% 
   Other 16.9% 


 * Includes Short-Term investments and Net Other Assets (Liabilities).


Percentages are based on country or territory of incorporation and are adjusted for the effect of futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Stocks 91.5% 
   Europe Stock Funds 1.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 7.1% 


As of August 31, 2015 
   Stocks 91.8% 
   Europe Stock Funds 1.5% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.7% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 90.2%   
 Shares Value 
CONSUMER DISCRETIONARY - 9.9%   
Auto Components - 1.2%   
Bridgestone Corp. 1,600 $56,019 
Compagnie Plastic Omnium 416 13,282 
Continental AG 935 187,764 
DENSO Corp. 4,300 159,421 
GKN PLC 41,235 157,831 
Valeo SA 800 111,222 
  685,539 
Automobiles - 0.9%   
Bayerische Motoren Werke AG (BMW) 517 42,000 
Fuji Heavy Industries Ltd. 1,300 42,532 
Geely Automobile Holdings Ltd. 10,000 3,703 
Honda Motor Co. Ltd. 3,700 95,160 
Isuzu Motors Ltd. 4,300 43,020 
Renault SA 643 58,855 
Suzuki Motor Corp. 1,800 45,042 
Toyota Motor Corp. 3,400 177,268 
Yamaha Motor Co. Ltd. 2,200 32,746 
  540,326 
Distributors - 0.0%   
Inchcape PLC 1,893 19,471 
Jardine Cycle & Carriage Ltd. 500 13,709 
  33,180 
Hotels, Restaurants & Leisure - 2.1%   
Accor SA 1,169 49,787 
Carnival PLC 4,152 205,114 
Compass Group PLC 31,365 549,904 
Flight Centre Travel Group Ltd. 1,941 57,355 
InterContinental Hotel Group PLC 1,631 61,263 
Oriental Land Co. Ltd. 200 13,690 
TUI AG 2,682 40,219 
Whitbread PLC 3,345 182,552 
William Hill PLC 4,037 22,960 
Yum! Brands, Inc. 567 41,090 
  1,223,934 
Household Durables - 1.0%   
Berkeley Group Holdings PLC 768 34,730 
Casio Computer Co. Ltd. 3,000 55,257 
Haseko Corp. 1,100 9,520 
Nikon Corp. 10,500 159,793 
Sony Corp. 2,600 54,638 
Steinhoff International Holdings NV (South Africa) 10,476 55,919 
Taylor Wimpey PLC 43,726 113,321 
Techtronic Industries Co. Ltd. 25,500 97,370 
  580,548 
Internet & Catalog Retail - 0.0%   
YOOX SpA (a) 472 13,915 
Zalando SE (a) 573 17,958 
  31,873 
Leisure Products - 0.1%   
Sankyo Co. Ltd. (Gunma) 900 33,045 
Yamaha Corp. 1,500 41,815 
  74,860 
Media - 2.5%   
Altice NV:   
Class A (a) 1,736 25,023 
Class B (a) 800 11,757 
Axel Springer Verlag AG 486 24,679 
Dentsu, Inc. 700 32,536 
Fuji Media Holdings, Inc. 1,100 12,582 
ITV PLC 57,081 197,508 
Naspers Ltd. Class N 458 54,401 
Nippon Television Network Corp. 1,100 18,806 
NOS SGPS SA 1,799 12,504 
ProSiebenSat.1 Media AG 2,643 135,925 
Publicis Groupe SA 62 
RELX NV 30,483 500,738 
RELX PLC 3,280 56,701 
Technicolor SA 1,768 10,765 
Telenet Group Holding NV (a) 491 25,849 
UBM PLC 1,809 14,868 
Vivendi SA 3,352 69,531 
Wolters Kluwer NV 2,112 79,943 
WPP PLC 9,547 201,083 
  1,485,261 
Multiline Retail - 0.3%   
Dollarama, Inc. 570 33,180 
Don Quijote Holdings Co. Ltd. 800 26,741 
Next PLC 1,164 109,601 
  169,522 
Specialty Retail - 0.8%   
ABC-MART, Inc. 800 45,983 
Esprit Holdings Ltd. 92,750 82,876 
Fast Retailing Co. Ltd. 100 27,745 
Grandvision NV 284 8,113 
Inditex SA 3,364 103,796 
Nitori Holdings Co. Ltd. 600 46,083 
USS Co. Ltd. 8,500 133,785 
WH Smith PLC 546 13,732 
  462,113 
Textiles, Apparel & Luxury Goods - 1.0%   
adidas AG 752 80,147 
Burberry Group PLC 2,244 41,228 
Christian Dior SA 242 42,740 
Compagnie Financiere Richemont SA Series A 1,963 124,652 
Global Brands Group Holding Ltd. (a) 20,000 2,366 
Hermes International SCA 80 27,370 
LVMH Moet Hennessy - Louis Vuitton SA 1,123 186,572 
Pandora A/S 512 64,888 
  569,963 
TOTAL CONSUMER DISCRETIONARY  5,857,119 
CONSUMER STAPLES - 13.8%   
Beverages - 2.0%   
Anheuser-Busch InBev SA NV 1,170 130,896 
Asahi Group Holdings 1,300 38,203 
Diageo PLC 13,846 358,258 
Embotelladoras Arca S.A.B. de CV 3,313 20,209 
Fomento Economico Mexicano S.A.B. de CV sponsored ADR 214 20,028 
Heineken NV (Bearer) 3,036 244,929 
ITO EN Ltd. 3,200 90,829 
Pernod Ricard SA 2,660 283,899 
  1,187,251 
Food & Staples Retailing - 0.7%   
Alimentation Couche-Tard, Inc. Class B (sub. vtg.) 981 44,388 
Distribuidora Internacional de Alimentacion SA 3,534 17,854 
Jeronimo Martins SGPS SA 2,067 29,288 
Magnit OJSC (a) 174 24,602 
PriceSmart, Inc. 402 31,059 
Seven & i Holdings Co. Ltd. 1,600 63,794 
Sundrug Co. Ltd. 1,500 99,131 
Tsuruha Holdings, Inc. 300 25,371 
Woolworths Ltd. 2,265 37,021 
  372,508 
Food Products - 4.1%   
Aryzta AG 3,089 147,752 
Danone SA 12,340 858,222 
Greencore Group PLC 2,413 12,776 
M. Dias Branco SA 307 4,850 
Nestle SA 18,376 1,285,059 
Toyo Suisan Kaisha Ltd. 3,000 107,482 
Viscofan Envolturas Celulosicas SA 221 13,225 
  2,429,366 
Household Products - 2.3%   
Colgate-Palmolive Co. 7,049 462,696 
Reckitt Benckiser Group PLC 8,765 798,402 
Svenska Cellulosa AB (SCA) (B Shares) 2,936 88,027 
  1,349,125 
Personal Products - 2.0%   
AMOREPACIFIC Corp. 50 14,826 
Kao Corp. 8,000 403,619 
Kobayashi Pharmaceutical Co. Ltd. 1,400 119,650 
Kose Corp. 500 42,987 
L'Oreal SA 1,204 202,645 
Pola Orbis Holdings, Inc. 300 22,054 
Unilever NV (Certificaten Van Aandelen) (Bearer) 3,333 143,745 
Unilever PLC 5,402 230,787 
  1,180,313 
Tobacco - 2.7%   
British American Tobacco PLC (United Kingdom) 11,280 613,680 
Imperial Tobacco Group PLC 2,704 140,099 
Japan Tobacco, Inc. 18,200 723,721 
KT&G Corp. 1,357 116,606 
  1,594,106 
TOTAL CONSUMER STAPLES  8,112,669 
ENERGY - 4.0%   
Energy Equipment & Services - 0.3%   
Amec Foster Wheeler PLC 4,378 23,247 
Core Laboratories NV 350 36,729 
Technip SA 1,670 82,738 
Tecnicas Reunidas SA 1,400 38,136 
  180,850 
Oil, Gas & Consumable Fuels - 3.7%   
BP PLC 45,022 218,501 
Cairn Energy PLC (a) 24,070 54,910 
CNOOC Ltd. 179,000 186,463 
Enbridge, Inc. 3,642 128,641 
Eni SpA 7,016 98,120 
Galp Energia SGPS SA Class B 6,104 67,133 
Imperial Oil Ltd. 2,190 69,908 
INPEX Corp. 12,900 93,001 
Lundin Petroleum AB (a) 3,029 47,371 
Oil Search Ltd. ADR 18,569 88,534 
Royal Dutch Shell PLC:   
Class A (Netherlands) 5,594 127,622 
Class A (United Kingdom) 8,416 191,719 
Class B (United Kingdom) 4,387 99,609 
Statoil ASA 3,359 48,898 
Suncor Energy, Inc. 2,400 58,678 
Total SA 12,812 574,240 
  2,153,348 
TOTAL ENERGY  2,334,198 
FINANCIALS - 18.7%   
Banks - 9.3%   
ABN AMRO Group NV GDR (a) 5,118 101,553 
Australia & New Zealand Banking Group Ltd. 6,332 101,016 
Banco Bilbao Vizcaya Argentaria SA 5,922 37,438 
Banco Popolare Societa Cooperativa 2,498 20,585 
Bank of Ireland (a) 234,641 66,801 
Bankinter SA 10,005 66,381 
Barclays PLC 152,213 361,615 
BNP Paribas SA 6,567 307,188 
BOC Hong Kong (Holdings) Ltd. 17,500 45,448 
CaixaBank SA 39,412 112,454 
Chiba Bank Ltd. 7,000 32,827 
Credicorp Ltd. (United States) 307 35,993 
Danske Bank A/S 2,863 78,330 
DNB ASA 12,497 144,320 
Dubai Islamic Bank Pakistan Ltd. (a) 8,303 14,445 
Erste Group Bank AG 1,345 34,713 
Hang Seng Bank Ltd. 3,300 55,749 
HDFC Bank Ltd. sponsored ADR 2,454 129,620 
HSBC Holdings PLC:   
(Hong Kong) 35,200 222,994 
(United Kingdom) 61,850 393,325 
ING Groep NV (Certificaten Van Aandelen) 20,826 248,274 
Intesa Sanpaolo SpA 108,050 272,920 
Joyo Bank Ltd. 10,000 34,637 
Jyske Bank A/S (Reg.) 861 37,570 
Kasikornbank PCL:   
NVDR 6,500 31,096 
(For. Reg.) 400 1,947 
KBC Groep NV 5,288 281,300 
Lloyds Banking Group PLC 520,623 522,458 
Mitsubishi UFJ Financial Group, Inc. 59,200 255,466 
Nordea Bank AB 11,315 113,192 
North Pacific Bank Ltd. 10,100 25,023 
PT Bank Central Asia Tbk 44,000 44,339 
Seven Bank Ltd. 10,800 46,213 
Shinsei Bank Ltd. 18,000 21,375 
Societe Generale Series A 2,223 78,074 
Sumitomo Mitsui Financial Group, Inc. 13,400 376,006 
Svenska Handelsbanken AB (A Shares) 10,814 138,288 
Swedbank AB (A Shares) 4,940 99,787 
Sydbank A/S 1,142 31,111 
The Hachijuni Bank Ltd. 7,000 32,106 
The Toronto-Dominion Bank 2,300 89,127 
Unione di Banche Italiane ScpA 4,040 15,628 
United Overseas Bank Ltd. 5,500 66,952 
Westpac Banking Corp. 10,907 223,078 
  5,448,762 
Capital Markets - 2.0%   
Azimut Holding SpA 1,200 23,197 
Banca Generali SpA 1,193 30,511 
CI Financial Corp. 1,290 28,575 
Credit Suisse Group AG 2,586 34,612 
Daiwa Securities Group, Inc. 9,000 53,125 
Julius Baer Group Ltd. 3,841 153,255 
Macquarie Group Ltd. 2,836 130,075 
Partners Group Holding AG 359 130,423 
Schroders PLC 700 25,488 
UBS Group AG 36,030 553,531 
  1,162,792 
Consumer Finance - 0.2%   
AEON Financial Service Co. Ltd. 2,700 60,332 
Hitachi Capital Corp. 600 12,873 
Provident Financial PLC 1,308 59,149 
  132,354 
Diversified Financial Services - 0.7%   
Cerved Information Solutions SpA 2,661 21,002 
Challenger Ltd. 5,837 31,330 
Deutsche Boerse AG 431 35,436 
Element Financial Corp. 4,294 45,479 
IG Group Holdings PLC 7,027 74,430 
London Stock Exchange Group PLC 872 32,503 
ORIX Corp. 14,600 191,127 
  431,307 
Insurance - 4.2%   
Admiral Group PLC 700 16,875 
AIA Group Ltd. 62,200 317,475 
AMP Ltd. 10,841 41,165 
Aviva PLC 49,490 300,285 
AXA SA 8,208 180,465 
BB Seguridade Participacoes SA 3,600 21,624 
Direct Line Insurance Group PLC 5,034 27,228 
Euler Hermes SA 432 35,857 
Fairfax Financial Holdings Ltd. (sub. vtg.) 568 300,284 
Gjensidige Forsikring ASA 1,339 21,049 
Hiscox Ltd. 10,488 142,036 
Insurance Australia Group Ltd. 4,091 15,096 
Intact Financial Corp. 420 26,153 
Jardine Lloyd Thompson Group PLC 4,149 45,996 
Ping An Insurance (Group) Co. of China Ltd. (H Shares) 10,500 44,413 
Prudential PLC 6,680 116,327 
Sampo Oyj (A Shares) 3,384 152,700 
Sony Financial Holdings, Inc. 9,200 128,260 
St. James's Place Capital PLC 66 788 
Zurich Insurance Group AG 2,533 536,517 
  2,470,593 
Real Estate Investment Trusts - 0.4%   
British Land Co. PLC 4,720 43,293 
Derwent London PLC 455 19,208 
Nippon Prologis REIT, Inc. 10,608 
Unibail-Rodamco 208 51,986 
Westfield Corp. unit 19,660 140,323 
  265,418 
Real Estate Management & Development - 1.9%   
AEON MALL Co. Ltd. 990 14,033 
Brookfield Asset Management, Inc. 1,615 49,516 
Brookfield Asset Management, Inc. Class A 806 24,740 
CapitaLand Ltd. 7,000 14,836 
Cheung Kong Property Holdings Ltd. 4,920 25,175 
China Overseas Land and Investment Ltd. 8,000 23,759 
China Resources Land Ltd. 10,000 23,862 
Daito Trust Construction Co. Ltd. 200 27,088 
Daiwa House Industry Co. Ltd. 2,900 79,363 
Deutsche Wohnen AG (Bearer) 9,099 241,272 
Hongkong Land Holdings Ltd. 3,300 19,371 
Hysan Development Co. Ltd. 4,000 15,839 
LEG Immobilien AG 1,540 126,769 
Lendlease Group unit 1,596 14,843 
Leopalace21 Corp. (a) 5,800 33,652 
Mitsui Fudosan Co. Ltd. 1,000 23,237 
Sino Land Ltd. 14,000 19,439 
Sumitomo Realty & Development Co. Ltd. 2,000 54,997 
TAG Immobilien AG 3,952 46,904 
Vonovia SE 7,326 228,887 
  1,107,582 
TOTAL FINANCIALS  11,018,808 
HEALTH CARE - 8.9%   
Biotechnology - 0.2%   
Actelion Ltd. 742 103,590 
Health Care Equipment & Supplies - 1.1%   
Ansell Ltd. 1,355 16,635 
Coloplast A/S Series B 461 34,836 
Essilor International SA 295 35,188 
Hoya Corp. 3,400 122,865 
Nihon Kohden Corp. 4,900 119,772 
Olympus Corp. 2,200 80,215 
Straumann Holding AG 50 16,249 
Sysmex Corp. 300 18,504 
Terumo Corp. 6,200 211,817 
  656,081 
Health Care Providers & Services - 0.2%   
Fresenius SE & Co. KGaA 1,408 93,249 
Miraca Holdings, Inc. 600 25,851 
Orpea 183 15,150 
  134,250 
Health Care Technology - 0.0%   
M3, Inc. 1,000 23,804 
Life Sciences Tools & Services - 0.3%   
Eurofins Scientific SA 76 27,126 
Gerresheimer AG 181 12,984 
ICON PLC (a) 667 47,464 
Lonza Group AG 373 56,781 
  144,355 
Pharmaceuticals - 7.1%   
Astellas Pharma, Inc. 7,900 113,664 
Bayer AG 5,577 578,156 
GlaxoSmithKline PLC 16,187 313,705 
Hikma Pharmaceuticals PLC 1,323 34,637 
Novartis AG 11,396 817,750 
Novo Nordisk A/S Series B 3,715 191,266 
Roche Holding AG (participation certificate) 3,578 917,454 
Sanofi SA 4,515 357,761 
Santen Pharmaceutical Co. Ltd. 18,300 280,979 
Sawai Pharmaceutical Co. Ltd. 200 13,820 
Shionogi & Co. Ltd. 1,000 42,878 
Shire PLC 3,593 187,445 
Teva Pharmaceutical Industries Ltd. 500 28,240 
Teva Pharmaceutical Industries Ltd. sponsored ADR 4,367 242,805 
Valeant Pharmaceuticals International, Inc. (Canada) (a) 584 38,427 
  4,158,987 
TOTAL HEALTH CARE  5,221,067 
INDUSTRIALS - 11.8%   
Aerospace & Defense - 0.8%   
BAE Systems PLC 4,235 30,023 
Cobham PLC 36,270 130,447 
Finmeccanica SpA (a) 6,800 70,534 
Rolls-Royce Group PLC 4,910 46,090 
Safran SA 2,204 137,408 
Thales SA 387 30,905 
Zodiac Aerospace 2,135 35,767 
  481,174 
Air Freight & Logistics - 0.8%   
PostNL NV (a) 18,548 72,336 
Yamato Holdings Co. Ltd. 19,300 391,440 
  463,776 
Airlines - 0.7%   
easyJet PLC 3,581 75,062 
International Consolidated Airlines Group SA CDI 13,644 104,257 
Japan Airlines Co. Ltd. 4,400 157,439 
Ryanair Holdings PLC sponsored ADR 580 48,239 
  384,997 
Building Products - 0.6%   
ASSA ABLOY AB (B Shares) 1,999 38,324 
Compagnie de St. Gobain 1,602 62,338 
Daikin Industries Ltd. 2,600 174,292 
Geberit AG (Reg.) 139 50,296 
Kingspan Group PLC (Ireland) 777 19,618 
Toto Ltd. 700 20,139 
  365,007 
Commercial Services & Supplies - 1.3%   
Brambles Ltd. 61,618 549,308 
Edenred SA 1,831 32,228 
Intrum Justitia AB 458 14,053 
Secom Co. Ltd. 2,000 142,603 
  738,192 
Construction & Engineering - 0.5%   
Balfour Beatty PLC (a) 27,117 94,885 
Bouygues SA 811 31,818 
SHIMIZU Corp. 2,000 15,202 
Taisei Corp. 13,000 78,795 
VINCI SA 1,477 102,543 
  323,243 
Electrical Equipment - 1.6%   
Legrand SA 6,128 306,085 
Nidec Corp. 600 40,188 
Schneider Electric SA 9,410 560,887 
Vestas Wind Systems A/S 650 44,052 
  951,212 
Industrial Conglomerates - 0.4%   
Bidvest Group Ltd. 895 20,152 
CK Hutchison Holdings Ltd. 14,076 170,022 
Koninklijke Philips Electronics NV 2,660 67,537 
  257,711 
Machinery - 2.2%   
Alfa Laval AB 4,737 74,691 
Andritz AG 750 36,009 
Atlas Copco AB (A Shares) 2,009 45,274 
Daifuku Co. Ltd. 900 14,211 
GEA Group AG 5,359 237,127 
Glory Ltd. 1,900 64,008 
IMI PLC 9,726 115,133 
Kone Oyj (B Shares) 1,607 71,588 
Kubota Corp. 10,000 128,013 
Makita Corp. 1,300 76,360 
Minebea Ltd. 3,000 22,027 
Mitsubishi Heavy Industries Ltd. 1,000 3,558 
NGK Insulators Ltd. 1,000 17,787 
Nordson Corp. 1,112 79,697 
Sandvik AB 6,234 57,011 
Schindler Holding AG (participation certificate) 1,024 171,778 
Spirax-Sarco Engineering PLC 1,802 78,880 
Tadano Ltd. 2,000 17,122 
Wartsila Corp. 41 1,656 
  1,311,930 
Professional Services - 0.8%   
Capita Group PLC 4,677 65,227 
Intertek Group PLC 2,672 108,670 
Michael Page International PLC 13,608 70,041 
SEEK Ltd. 2,794 30,950 
SGS SA (Reg.) 82 165,725 
Temp Holdings Co., Ltd. 900 11,474 
  452,087 
Road & Rail - 0.7%   
DSV de Sammensluttede Vognmaend A/S 650 26,657 
East Japan Railway Co. 4,200 367,792 
Stagecoach Group PLC 2,073 7,822 
  402,271 
Trading Companies & Distributors - 1.2%   
Brenntag AG 3,240 157,727 
Bunzl PLC 10,567 284,299 
Itochu Corp. 3,500 41,262 
Misumi Group, Inc. 2,500 33,348 
Mitsubishi Corp. 3,600 57,613 
Rexel SA 3,671 45,166 
Wolseley PLC 1,701 87,231 
  706,646 
Transportation Infrastructure - 0.2%   
China Merchants Holdings International Co. Ltd. 30,593 84,762 
Kamigumi Co. Ltd. 2,000 18,732 
  103,494 
TOTAL INDUSTRIALS  6,941,740 
INFORMATION TECHNOLOGY - 9.8%   
Communications Equipment - 0.6%   
Telefonaktiebolaget LM Ericsson (B Shares) 36,329 333,656 
Electronic Equipment & Components - 1.5%   
Alps Electric Co. Ltd. 800 13,128 
China High Precision Automation Group Ltd. (a) 15,000 
Delta Electronics, Inc. 5,367 21,716 
Halma PLC 11,729 144,884 
Hirose Electric Co. Ltd. 1,155 130,299 
Hitachi Ltd. 62,000 262,270 
Keyence Corp. 200 103,369 
Murata Manufacturing Co. Ltd. 1,100 131,998 
Spectris PLC 3,137 78,898 
  886,562 
Internet Software & Services - 0.6%   
Alibaba Group Holding Ltd. sponsored ADR (a) 1,426 98,123 
Baidu.com, Inc. sponsored ADR (a) 268 46,477 
JUST EAT Ltd. (a) 3,191 17,130 
NetEase, Inc. sponsored ADR 353 47,517 
Rocket Internet AG (a) 905 20,576 
Tencent Holdings Ltd. 3,600 65,871 
United Internet AG 964 47,306 
Yandex NV (a) 841 10,866 
  353,866 
IT Services - 2.1%   
Amadeus IT Holding SA Class A 10,383 419,784 
Capgemini SA 772 64,414 
Cognizant Technology Solutions Corp. Class A (a) 2,343 133,504 
Computershare Ltd. 7,996 51,935 
IT Holdings Corp. 600 13,788 
Luxoft Holding, Inc. (a) 205 10,406 
MasterCard, Inc. Class A 887 77,098 
Nomura Research Institute Ltd. 8,950 305,442 
OBIC Co. Ltd. 2,200 109,313 
SCSK Corp. 1,500 57,569 
  1,243,253 
Semiconductors & Semiconductor Equipment - 2.6%   
Analog Devices, Inc. 5,643 299,023 
ARM Holdings PLC 2,752 37,817 
ASM International NV (Netherlands) 1,048 44,406 
Chipbond Technology Corp. 9,000 14,079 
Disco Corp. 200 18,425 
Infineon Technologies AG 11,984 145,455 
NVIDIA Corp. 5,712 179,128 
NXP Semiconductors NV (a) 977 69,601 
SK Hynix, Inc. 928 22,463 
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR 23,964 564,352 
Texas Instruments, Inc. 2,509 133,027 
  1,527,776 
Software - 1.7%   
Cadence Design Systems, Inc. (a) 7,664 165,159 
Check Point Software Technologies Ltd. (a) 1,299 107,908 
Constellation Software, Inc. 42 17,524 
Dassault Systemes SA 1,947 148,030 
Micro Focus International PLC 1,155 23,712 
Nintendo Co. Ltd. 300 41,992 
Sage Group PLC 4,641 38,531 
SAP AG 4,437 334,564 
Square Enix Holdings Co. Ltd. 1,100 25,891 
Synopsys, Inc. (a) 757 33,876 
Trend Micro, Inc. 1,600 58,227 
  995,414 
Technology Hardware, Storage & Peripherals - 0.7%   
Catcher Technology Co. Ltd. 3,000 23,465 
Fujifilm Holdings Corp. 600 22,488 
Logitech International SA (Reg.) 839 13,024 
NEC Corp. 10,000 25,324 
Neopost SA 1,491 31,823 
Samsung Electronics Co. Ltd. 301 286,090 
  402,214 
TOTAL INFORMATION TECHNOLOGY  5,742,741 
MATERIALS - 5.5%   
Chemicals - 4.5%   
Akzo Nobel NV 8,066 473,602 
Clariant AG (Reg.) 12,051 201,795 
Croda International PLC 4,238 175,308 
Daicel Chemical Industries Ltd. 4,000 51,040 
Evonik Industries AG 590 17,856 
Givaudan SA 150 281,673 
HEXPOL AB (B Shares) 1,500 15,137 
Incitec Pivot Ltd. 16,313 33,882 
JSR Corp. 1,800 25,233 
LG Chemical Ltd. 120 29,046 
Linde AG 2,432 339,966 
Mitsui Chemicals, Inc. 9,000 29,406 
Nippon Paint Holdings Co. Ltd. 5,900 118,101 
Nissan Chemical Industries Co. Ltd. 700 15,787 
Novozymes A/S Series B 658 28,309 
Orica Ltd. 12,321 125,316 
Shin-Etsu Chemical Co. Ltd. 1,300 65,275 
Sumitomo Chemical Co. Ltd. 7,000 30,652 
Symrise AG 4,581 294,721 
Syngenta AG (Switzerland) 579 231,878 
Yara International ASA 1,187 46,184 
  2,630,167 
Construction Materials - 0.2%   
CRH PLC 880 22,572 
James Hardie Industries PLC CDI 6,569 83,973 
  106,545 
Containers & Packaging - 0.0%   
Billerud AB 781 12,351 
Metals & Mining - 0.8%   
BHP Billiton PLC 5,850 58,842 
Hitachi Metals Ltd. 2,000 21,280 
Iluka Resources Ltd. 11,074 53,194 
Newcrest Mining Ltd. (a) 2,134 26,791 
Randgold Resources Ltd. 653 59,318 
Rio Tinto Ltd. 959 27,571 
Rio Tinto PLC 7,938 210,364 
  457,360 
Paper & Forest Products - 0.0%   
Mondi PLC 1,126 20,249 
TOTAL MATERIALS  3,226,672 
TELECOMMUNICATION SERVICES - 5.6%   
Diversified Telecommunication Services - 1.7%   
Bezeq The Israel Telecommunication Corp. Ltd. 8,500 19,081 
BT Group PLC 30,124 202,860 
Deutsche Telekom AG 6,780 113,409 
Elisa Corp. (A Shares) 511 18,283 
Hellenic Telecommunications Organization SA 3,772 31,309 
HKT Trust/HKT Ltd. unit 27,140 37,545 
Iliad SA 197 48,465 
Nippon Telegraph & Telephone Corp. 2,100 88,929 
Orange SA 4,400 76,210 
Singapore Telecommunications Ltd. 24,500 64,893 
TDC A/S 20,825 88,684 
Telecom Italia SpA (a) 45,324 44,041 
Telefonica Deutschland Holding AG 5,416 26,336 
Telenor ASA 2,271 33,904 
TeliaSonera AB 6,043 27,749 
Telstra Corp. Ltd. 23,219 86,795 
  1,008,493 
Wireless Telecommunication Services - 3.9%   
China Mobile Ltd. 22,768 242,923 
KDDI Corp. 41,500 1,060,242 
Mobile TeleSystems OJSC (a) 4,982 15,397 
Philippine Long Distance Telephone Co. 510 19,598 
SK Telecom Co. Ltd. 1,213 228,176 
SoftBank Corp. 3,400 167,079 
Vodafone Group PLC 187,429 568,453 
  2,301,868 
TOTAL TELECOMMUNICATION SERVICES  3,310,361 
UTILITIES - 2.2%   
Electric Utilities - 1.0%   
Enel SpA 25,693 102,680 
Iberdrola SA 11,229 72,340 
Kansai Electric Power Co., Inc. (a) 4,200 46,147 
Red Electrica Corporacion SA 400 31,830 
Scottish & Southern Energy PLC 15,887 304,297 
  557,294 
Gas Utilities - 0.3%   
APA Group unit 11,599 72,191 
China Resource Gas Group Ltd. 28,000 73,077 
ENN Energy Holdings Ltd. 4,000 18,282 
Rubis 182 13,501 
  177,051 
Multi-Utilities - 0.9%   
Centrica PLC 10,590 30,453 
E.ON AG 9,510 85,925 
Engie 20,313 315,663 
Suez Environnement SA 3,092 53,633 
Veolia Environnement SA 3,015 68,087 
  553,761 
TOTAL UTILITIES  1,288,106 
TOTAL COMMON STOCKS   
(Cost $50,449,113)  53,053,481 
Nonconvertible Preferred Stocks - 1.3%   
CONSUMER DISCRETIONARY - 0.6%   
Automobiles - 0.6%   
Volkswagen AG 3,048 357,108 
CONSUMER STAPLES - 0.7%   
Beverages - 0.2%   
Ambev SA sponsored ADR 25,400 110,236 
Household Products - 0.5%   
Henkel AG & Co. KGaA 2,974 300,362 
TOTAL CONSUMER STAPLES  410,598 
MATERIALS - 0.0%   
Metals & Mining - 0.0%   
Gerdau SA sponsored ADR 10,223 8,996 
TOTAL NONCONVERTIBLE PREFERRED STOCKS   
(Cost $952,804)  776,702 
Equity Funds - 1.4%   
Europe Stock Funds - 1.4%   
WisdomTree Europe Hedged Equity ETF   
(Cost $1,001,411) 16,800 839,664 
 Principal Amount  
U.S. Treasury Obligations - 0.2%   
U.S. Treasury Bills, yield at date of purchase 0.31% 4/28/16 to 5/26/16(b)   
(Cost $139,928) $140,000 139,935 
  Shares  
Money Market Funds - 6.3%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (c)   
(Cost $3,668,441) 3,668,441 3,668,441 
TOTAL INVESTMENT PORTFOLIO - 99.4%   
(Cost $56,211,697)  58,478,223 
NET OTHER ASSETS (LIABILITIES) - 0.6%  329,173 
NET ASSETS - 100%  $58,807,396 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/(Depreciation) 
Purchased    
Equity Index Contracts    
8 CME NIKKEI 225 Index Contracts (Japan) March 2016 640,200 $(150,982) 
24 ICE E-mini MSCI EAFE Index Contracts (United States) March 2016 1,854,000 (136,291) 
TOTAL FUTURES CONTRACTS   $(287,273) 

The face value of futures purchased as a percentage of Net Assets is 4.2%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Non-income producing

 (b) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $139,935.

 (c) The rate quoted is the annualized seven-day yield of the fund at period end.


Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $6,214,227 $2,703,178 $3,511,049 $-- 
Consumer Staples 8,523,267 2,666,735 5,856,532 -- 
Energy 2,334,198 613,287 1,720,911 -- 
Financials 11,018,808 5,204,089 5,814,719 -- 
Health Care 5,221,067 1,586,275 3,634,792 -- 
Industrials 6,941,740 4,172,969 2,768,771 -- 
Information Technology 5,742,741 3,505,855 2,236,886 -- 
Materials 3,235,668 2,005,891 1,229,777 -- 
Telecommunication Services 3,310,361 269,703 3,040,658 -- 
Utilities 1,288,106 578,177 709,929 -- 
Equity Funds 839,664 839,664 -- -- 
Other Short-Term Investments 139,935 -- 139,935 -- 
Money Market Funds 3,668,441 3,668,441 -- -- 
Total Investments in Securities: $58,478,223 $27,814,264 $30,663,959 $-- 
Derivative Instruments:     
Liabilities     
Futures Contracts $(287,273) $(287,273) $-- $-- 
Total Liabilities $(287,273) $(287,273) $-- $-- 
Total Derivative Instruments: $(287,273) $(287,273) $-- $-- 

The following is a summary of transfers between Level 1 and Level 2 for the period ended February 29, 2016. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers Total 
Level 1 to Level 2 $15,518,826 
Level 2 to Level 1 $2,160,926 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $0 $(287,273) 
Total Equity Risk (287,273) 
Total Value of Derivatives $0 $(287,273) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


Other Information

Distribution of investments by country or territory of incorporation, as a percentage of Total Net Assets, is as follows (Unaudited):

Japan 18.0% 
United Kingdom 17.4% 
United States of America 11.5% 
Switzerland 10.2% 
France 9.9% 
Germany 7.5% 
Netherlands 3.6% 
Australia 3.1% 
Hong Kong 1.9% 
Sweden 1.8% 
Spain 1.8% 
Canada 1.8% 
Italy 1.2% 
Korea (South) 1.2% 
Denmark 1.2% 
Cayman Islands 1.1% 
Taiwan 1.0% 
Others (Individually Less Than 1%) 5.8% 
 100.0% 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $56,211,697) 
 $58,478,223 
Foreign currency held at value (cost $137,858)  136,594 
Receivable for investments sold  257,862 
Receivable for fund shares sold  5,534 
Dividends receivable  181,650 
Interest receivable  309 
Prepaid expenses  32 
Other receivables  167 
Total assets  59,060,371 
Liabilities   
Payable for investments purchased $134,226  
Accrued management fee 31,870  
Distribution and service plan fees payable 19  
Payable for daily variation margin for derivative instruments 25,320  
Audit fee payable 38,763  
Custody fee payable 15,249  
Other affiliated payables 6,832  
Other payables and accrued expenses 696  
Total liabilities  252,975 
Net Assets  $58,807,396 
Net Assets consist of:   
Paid in capital  $57,989,507 
Distributions in excess of net investment income  (6,811) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (1,144,226) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  1,968,926 
Net Assets  $58,807,396 
International Multi-Manager:   
Net Asset Value, offering price and redemption price per share ($55,756,348 ÷ 5,406,265 shares)  $10.31 
Class F:   
Net Asset Value, offering price and redemption price per share ($2,868,117 ÷ 277,865 shares)  $10.32 
Class L:   
Net Asset Value, offering price and redemption price per share ($91,729 ÷ 8,904 shares)  $10.30 
Class N:   
Net Asset Value, offering price and redemption price per share ($91,202 ÷ 8,859 shares)  $10.29 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $1,721,923 
Interest  613 
Income before foreign taxes withheld  1,722,536 
Less foreign taxes withheld  (142,612) 
Total income  1,579,924 
Expenses   
Management fee $424,323  
Transfer agent fees 56,772  
Distribution and service plan fees 254  
Accounting fees and expenses 33,594  
Custodian fees and expenses 97,025  
Independent trustees' compensation 730  
Registration fees 40,098  
Audit 60,772  
Legal 487  
Miscellaneous 692  
Total expenses before reductions 714,747  
Expense reductions (9,598) 705,149 
Net investment income (loss)  874,775 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (485,900)  
Foreign currency transactions (14,518)  
Futures contracts (61,805)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 63,792  
Total net realized gain (loss)  (498,431) 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(8,983,737)  
Assets and liabilities in foreign currencies 130  
Futures contracts (389,691)  
Total change in net unrealized appreciation (depreciation)  (9,373,298) 
Net gain (loss)  (9,871,729) 
Net increase (decrease) in net assets resulting from operations  $(8,996,954) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $874,775 $906,412 
Net realized gain (loss) (498,431) 2,148,427 
Change in net unrealized appreciation (depreciation) (9,373,298) (2,152,155) 
Net increase (decrease) in net assets resulting from operations (8,996,954) 902,684 
Distributions to shareholders from net investment income (879,986) (1,434,668) 
Distributions to shareholders from net realized gain (504,100) (2,718,059) 
Total distributions (1,384,086) (4,152,727) 
Share transactions - net increase (decrease) 2,859,241 (758,476) 
Redemption fees 38 14 
Total increase (decrease) in net assets (7,521,761) (4,008,505) 
Net Assets   
Beginning of period 66,329,157 70,337,662 
End of period (including distributions in excess of net investment income of $6,811 and distributions in excess of net investment income of $291, respectively) $58,807,396 $66,329,157 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund

Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $12.15 $12.80 $11.04 $10.00 
Income from Investment Operations     
Net investment income (loss)C .16 .17 .27D .11 
Net realized and unrealized gain (loss) (1.75) (.03) 1.89 1.05 
Total from investment operations (1.59) .14 2.16 1.16 
Distributions from net investment income (.16)E (.27) (.17) (.10) 
Distributions from net realized gain (.09)E (.52) (.23) (.02) 
Total distributions (.25) (.79) (.40) (.12) 
Redemption fees added to paid in capitalC,F – – – – 
Net asset value, end of period $10.31 $12.15 $12.80 $11.04 
Total ReturnG,H (13.34)% 1.25% 19.74% 11.64% 
Ratios to Average Net AssetsI     
Expenses before reductions 1.10% 1.14% 1.20% 1.29%J 
Expenses net of fee waivers, if any 1.10% 1.14% 1.18% 1.18%J 
Expenses net of all reductions 1.09% 1.12% 1.17% 1.16%J 
Net investment income (loss) 1.34% 1.38% 2.29%D 1.26%J 
Supplemental Data     
Net assets, end of period (000 omitted) $55,756 $63,653 $68,582 $56,164 
Portfolio turnover rateK 42% 41% 46% 42%J 

 A For the year ended February 29.

 B For the period May 2, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.09 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.50%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund Class F

Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $12.16 $12.82 $11.05 $10.69 
Income from Investment Operations     
Net investment income (loss)C .17 .18 .29D .01 
Net realized and unrealized gain (loss) (1.75) (.04) 1.88 .35 
Total from investment operations (1.58) .14 2.17 .36 
Distributions from net investment income (.17)E (.29) (.17) – 
Distributions from net realized gain (.09)E (.52) (.23) – 
Total distributions (.26) (.80)F (.40) – 
Redemption fees added to paid in capitalC,G – – – – 
Net asset value, end of period $10.32 $12.16 $12.82 $11.05 
Total ReturnH,I (13.26)% 1.30% 19.85% 3.37% 
Ratios to Average Net AssetsJ     
Expenses before reductions 1.01% 1.05% 1.16% 1.25%K 
Expenses net of fee waivers, if any 1.01% 1.05% 1.09% 1.09%K 
Expenses net of all reductions 1.00% 1.03% 1.08% 1.07%K 
Net investment income (loss) 1.43% 1.48% 2.38%D .44%K 
Supplemental Data     
Net assets, end of period (000 omitted) $2,868 $2,465 $1,547 $267 
Portfolio turnover rateL 42% 41% 46% 42%K 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.10 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.59%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Total distributions of $.80 per share is comprised of distributions from net investment income of $.286 and distributions from net realized gain of $.517 per share.

 G Amount represents less than $.005 per share.

 H Total returns for periods of less than one year are not annualized.

 I Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 K Annualized

 L Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund Class L

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $12.14 $12.80 $12.62 
Income from Investment Operations    
Net investment income (loss)C .16 .17 .11D 
Net realized and unrealized gain (loss) (1.75) (.04) .45 
Total from investment operations (1.59) .13 .56 
Distributions from net investment income (.16)E (.28) (.17) 
Distributions from net realized gain (.09)E (.52) (.21) 
Total distributions (.25) (.79)F (.38) 
Redemption fees added to paid in capitalC,G – – – 
Net asset value, end of period $10.30 $12.14 $12.80 
Total ReturnH,I (13.35)% 1.21% 4.57% 
Ratios to Average Net AssetsJ    
Expenses before reductions 1.11% 1.15% 1.33%K 
Expenses net of fee waivers, if any 1.10% 1.15% 1.18%K 
Expenses net of all reductions 1.09% 1.13% 1.17%K 
Net investment income (loss) 1.34% 1.38% 2.88%D,K 
Supplemental Data    
Net assets, end of period (000 omitted) $92 $106 $105 
Portfolio turnover rateL 42% 41% 46% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.09%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Total distributions of $.79 per share is comprised of distributions from net investment income of $.275 and distributions from net realized gain of $.517 per share.

 G Amount represents less than $.005 per share.

 H Total returns for periods of less than one year are not annualized.

 I Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 K Annualized

 L Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund Class N

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $12.13 $12.79 $12.62 
Income from Investment Operations    
Net investment income (loss)C .13 .14 .10D 
Net realized and unrealized gain (loss) (1.75) (.04) .45 
Total from investment operations (1.62) .10 .55 
Distributions from net investment income (.13)E (.24) (.17) 
Distributions from net realized gain (.09)E (.52) (.21) 
Total distributions (.22) (.76) (.38) 
Redemption fees added to paid in capitalC,F – – – 
Net asset value, end of period $10.29 $12.13 $12.79 
Total ReturnG,H (13.55)% .95% 4.45% 
Ratios to Average Net AssetsI    
Expenses before reductions 1.35% 1.40% 1.59%J 
Expenses net of fee waivers, if any 1.35% 1.40% 1.43%J 
Expenses net of all reductions 1.34% 1.38% 1.42%J 
Net investment income (loss) 1.09% 1.13% 2.63%D,J 
Supplemental Data    
Net assets, end of period (000 omitted) $91 $105 $104 
Portfolio turnover rateK 42% 41% 46% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.84%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers International Multi-Manager Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund offers International Multi-Manager, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers, Inc. (Strategic Advisers) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016, including information on transfers between Levels 1 and 2 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the underlying funds, futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $7,563,605 
Gross unrealized depreciation (5,728,950) 
Net unrealized appreciation (depreciation) on securities $1,834,655 
Tax Cost $56,643,568 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(999,620) 
Net unrealized appreciation (depreciation) on securities and other investments $1,824,706 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(999,620) 

The Fund intends to elect to defer to its next fiscal year $6,700 of currency losses recognized during the period November 1, 2015 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $879,986 $ 1,729,849 
Long-term Capital Gains 504,100 2,422,878 
Total $1,384,086 $ 4,152,727 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days may have been subject to a redemption fee equal to 1.00% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $(61,805) and a change in net unrealized appreciation (depreciation) of $(389,691) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities and U.S. government securities, aggregated $26,109,458 and $24,169,912, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.05% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .65% of the Fund's average net assets.

Sub-Advisers. Causeway Capital Management, LLC, Massachusetts Financial Services Company (MFS), FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, and William Blair & Company, LLC each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

Arrowstreet Capital, Limited Partnership and Thompson, Siegel & Walmsley LLC have been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, these sub-advisers have not been allocated any portion of the Fund's assets. These sub-advisers in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $254 $254 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
International Multi-Manager $56,584 .09 
Class L 94 .09 
Class N 94 .09 
 $56,772  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $11 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $94 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $8,260 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of class-level operating expenses as follows:

 Amount 
International Multi-Manager $1,334 
Class L 
Class N 
 $1,338 

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended February 29, 2016 Year ended February 28, 2015 
From net investment income   
International Multi-Manager $836,654 $1,385,396 
Class F 40,798 44,987 
Class L 1,378 2,272 
Class N 1,156 2,013 
Total $879,986 $1,434,668 
From net realized gain   
International Multi-Manager $483,052 $2,624,206 
Class F 19,445 85,289 
Class L 803 4,283 
Class N 800 4,281 
Total $504,100 $2,718,059 

9. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Year ended February 29, 2016 Year ended February 28, 2015 Year ended February 29, 2016 Year ended February 28, 2015 
International Multi-Manager     
Shares sold 137,354 145,819 $1,616,006 $1,782,542 
Reinvestment of distributions 112,265 335,000 1,319,706 4,009,602 
Shares redeemed (82,967) (597,389) (940,831) (7,566,740) 
Net increase (decrease) 166,652 (116,570) $1,994,881 $(1,774,596) 
Class F     
Shares sold 120,262 89,216 $1,384,025 $1,094,055 
Reinvestment of distributions 5,139 10,927 60,243 130,276 
Shares redeemed (50,276) (18,073) (584,045) (221,060) 
Net increase (decrease) 75,125 82,070 $860,223 $1,003,271 
Class L     
Reinvestment of distributions 186 549 2,181 6,555 
Net increase (decrease) 186 549 $2,181 $6,555 
Class N     
Reinvestment of distributions 166 526 1,956 6,294 
Net increase (decrease) 166 526 $1,956 $6,294 

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 93% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers International Multi-Manager Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers International Multi-Manager Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers International Multi-Manager Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095.

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
International Multi-Manager 1.11%    
Actual  $1,000.00 $914.70 $5.28 
Hypothetical-C  $1,000.00 $1,019.34 $5.57 
Class F 1.01%    
Actual  $1,000.00 $914.70 $4.81 
Hypothetical-C  $1,000.00 $1,019.84 $5.07 
Class L 1.11%    
Actual  $1,000.00 $914.70 $5.28 
Hypothetical-C  $1,000.00 $1,019.34 $5.57 
Class N 1.36%    
Actual  $1,000.00 $913.40 $6.47 
Hypothetical-C  $1,000.00 $1,018.10 $6.82 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

Class F designates 2% of the dividends distributed in December 2015, during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

Class F designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 Pay Date Income Taxes 
Class F 12/7/15 $0.1833 $0.0233 

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers International Multi-Manager Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Causeway Capital Management LLC (Causeway), Massachusetts Financial Services Company (MFS), Pyramis Global Advisors, LLC (Pyramis), Thompson, Siegel & Walmsley, LLC (Thompson, Siegel & Walmsley), and William Blair Investment Management LLC (William Blair) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, Causeway, MFS, Pyramis, Thompson, Siegel & Walmsley, and William Blair(collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers International Multi-Manager Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class F was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class F had out-performed 65% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of Class F was higher than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted that the fund's maximum aggregate annual management fee rate may not exceed 1.05% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 1.18%, 1.18%, and 1.43%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.09% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers International Multi-Manager Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each of the retail class, Class L, and Class N were above, and the total expenses of Class F were below, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for retail class and Class L ranked below median when compared to a universe of no-load funds. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest.In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

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1.951515.103


Strategic Advisers® International Multi-Manager Fund

Class L and Class N



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Class L (13.35)% 4.25% 
Class N (13.55)% 4.08% 

 A From May 2, 2012.


 The initial offering of Class L shares took place on November 12, 2013. Returns prior to November 12, 2013 are those of Strategic Advisers® International Multi-Manager Fund, the original class of the fund. 

 Class N shares bear a 0.25% 12b-1 fee. The initial offering of Class N shares took place on November 12, 2013. Returns prior to November 12, 2013, are those of Strategic Advisers® International Multi-Manager Fund, the original class of the fund, which has no 12b-1 fee. Had Class N's 12b-1 fee been reflected, returns prior to November 12, 2013, would have been lower. 

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® International Multi-Manager Fund - Class L on May 2, 2012, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE Index performed over the same period.

See previous page for additional information regarding the performance of Class L.


Period Ending Values

$11,727Strategic Advisers® International Multi-Manager Fund - Class L

$11,522MSCI EAFE Index

Management's Discussion of Fund Performance

Market Recap:  International equities suffered a setback for the year ending February 29, 2016, held back by a collapse in commodity prices that affected resources-related sectors and geographies in particular. The non-U.S. developed-markets MSCI EAFE Index returned -15.04% for the 12 months, hurt also by concerns about global economic growth. Stocks in developing markets fell further, with the MSCI Emerging Markets Index returning -23.13%. Commodity producers were pressured for much of the year, largely related to economic deceleration in China, the world's second-largest economy and a leading consumer of raw materials. Effects were exacerbated by U.S. dollar strength relative to global currencies, weighing on commodities priced in dollars and acutely affecting the equity returns of resources-related areas. Among regions within the MSCI EAFE Index, net energy consumer Japan (-10%) fared best; Asia Pacific ex Japan (-19%), worst. At the country level, only Denmark (+5%) and Israel (+3%) managed a gain, with several notching declines of greater than 20%. As for sectors, consumer staples (-2%) and telecommunication services (-6%) lost the least, whereas materials (-29%), financials (-22%) and energy (-21%) lost the most. Among emerging-markets countries, Hungary (+27%) proved the sole gainer. Meanwhile, Greece (-68%), Brazil (-40%), China (-29%) and India (-26%) headed the market's broad-based decline.

Comments from Portfolio Manager Wilfred Chilangwa:  For the year, the fund's share classes posted negative returns but outpaced the benchmark MSCI EAFE Index. Relative to the benchmark, sub-adviser Massachusetts Financial Services' (MFS) International Value strategy was the top contributor, as this manager's quality-focused all-cap approach delivered favorable overall positioning in Japan and solid stock selection in the United Kingdom. From a sector perspective, beneficial positioning in consumer staples, information technology and financials added the most value. William Blair Investment Management also aided the fund's relative performance, fueled by strong picks in continental Europe and the United Kingdom, along with lighter-than-benchmark exposure to poor-performing Australia. The Select International strategy run by FIAM℠ provided a further boost versus the benchmark. On the downside, MFS's International Research Equity strategy was hampered by adverse security selection in the United Kingdom, particularly among health care, industrials and utilities names. Causeway Capital Management's exposure to Canada and stock picks in continental Europe worked against its relative performance, as did an underweighting in Japan, which held up better than many other developed markets this past year.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalents) % of fund's net assets % of fund's net assets 6 months ago 
Nestle SA 2.2 2.0 
KDDI Corp. 1.8 1.9 
Roche Holding AG (participation certificate) 1.6 1.7 
Danone SA 1.5 1.2 
WisdomTree Europe Hedged Equity ETF 1.4 1.5 
Novartis AG 1.4 2.0 
Reckitt Benckiser Group PLC 1.4 1.2 
Japan Tobacco, Inc. 1.2 1.0 
British American Tobacco PLC (United Kingdom) 1.1 0.9 
Bayer AG 1.0 1.3 
 14.6  

Top Five Market Sectors as of February 29, 2016

(stocks only) % of fund's net assets % of fund's net assets 6 months ago 
Financials 18.7 21.3 
Consumer Staples 14.5 13.3 
Industrials 11.8 10.3 
Consumer Discretionary 10.5 11.2 
Information Technology 9.8 8.2 

Geographic Diversification (% of fund's net assets)

As of February 29, 2016 
   Japan 18.0% 
   United Kingdom 17.4% 
   United States of America* 11.5% 
   Switzerland 10.2% 
   France 9.9% 
   Germany 7.5% 
   Netherlands 3.6% 
   Australia 3.1% 
   Hong Kong 1.9% 
   Other 16.9% 


 * Includes Short-Term investments and Net Other Assets (Liabilities).


As of August 31, 2015 
   Japan 19.6% 
   United Kingdom 17.6% 
   United States of America* 10.7% 
   Switzerland 10.6% 
   France 9.1% 
   Germany 7.1% 
   Netherlands 3.7% 
   Australia 2.4% 
   Hong Kong 2.3% 
   Other 16.9% 


 * Includes Short-Term investments and Net Other Assets (Liabilities).


Percentages are based on country or territory of incorporation and are adjusted for the effect of futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Stocks 91.5% 
   Europe Stock Funds 1.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 7.1% 


As of August 31, 2015 
   Stocks 91.8% 
   Europe Stock Funds 1.5% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.7% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 90.2%   
 Shares Value 
CONSUMER DISCRETIONARY - 9.9%   
Auto Components - 1.2%   
Bridgestone Corp. 1,600 $56,019 
Compagnie Plastic Omnium 416 13,282 
Continental AG 935 187,764 
DENSO Corp. 4,300 159,421 
GKN PLC 41,235 157,831 
Valeo SA 800 111,222 
  685,539 
Automobiles - 0.9%   
Bayerische Motoren Werke AG (BMW) 517 42,000 
Fuji Heavy Industries Ltd. 1,300 42,532 
Geely Automobile Holdings Ltd. 10,000 3,703 
Honda Motor Co. Ltd. 3,700 95,160 
Isuzu Motors Ltd. 4,300 43,020 
Renault SA 643 58,855 
Suzuki Motor Corp. 1,800 45,042 
Toyota Motor Corp. 3,400 177,268 
Yamaha Motor Co. Ltd. 2,200 32,746 
  540,326 
Distributors - 0.0%   
Inchcape PLC 1,893 19,471 
Jardine Cycle & Carriage Ltd. 500 13,709 
  33,180 
Hotels, Restaurants & Leisure - 2.1%   
Accor SA 1,169 49,787 
Carnival PLC 4,152 205,114 
Compass Group PLC 31,365 549,904 
Flight Centre Travel Group Ltd. 1,941 57,355 
InterContinental Hotel Group PLC 1,631 61,263 
Oriental Land Co. Ltd. 200 13,690 
TUI AG 2,682 40,219 
Whitbread PLC 3,345 182,552 
William Hill PLC 4,037 22,960 
Yum! Brands, Inc. 567 41,090 
  1,223,934 
Household Durables - 1.0%   
Berkeley Group Holdings PLC 768 34,730 
Casio Computer Co. Ltd. 3,000 55,257 
Haseko Corp. 1,100 9,520 
Nikon Corp. 10,500 159,793 
Sony Corp. 2,600 54,638 
Steinhoff International Holdings NV (South Africa) 10,476 55,919 
Taylor Wimpey PLC 43,726 113,321 
Techtronic Industries Co. Ltd. 25,500 97,370 
  580,548 
Internet & Catalog Retail - 0.0%   
YOOX SpA (a) 472 13,915 
Zalando SE (a) 573 17,958 
  31,873 
Leisure Products - 0.1%   
Sankyo Co. Ltd. (Gunma) 900 33,045 
Yamaha Corp. 1,500 41,815 
  74,860 
Media - 2.5%   
Altice NV:   
Class A (a) 1,736 25,023 
Class B (a) 800 11,757 
Axel Springer Verlag AG 486 24,679 
Dentsu, Inc. 700 32,536 
Fuji Media Holdings, Inc. 1,100 12,582 
ITV PLC 57,081 197,508 
Naspers Ltd. Class N 458 54,401 
Nippon Television Network Corp. 1,100 18,806 
NOS SGPS SA 1,799 12,504 
ProSiebenSat.1 Media AG 2,643 135,925 
Publicis Groupe SA 62 
RELX NV 30,483 500,738 
RELX PLC 3,280 56,701 
Technicolor SA 1,768 10,765 
Telenet Group Holding NV (a) 491 25,849 
UBM PLC 1,809 14,868 
Vivendi SA 3,352 69,531 
Wolters Kluwer NV 2,112 79,943 
WPP PLC 9,547 201,083 
  1,485,261 
Multiline Retail - 0.3%   
Dollarama, Inc. 570 33,180 
Don Quijote Holdings Co. Ltd. 800 26,741 
Next PLC 1,164 109,601 
  169,522 
Specialty Retail - 0.8%   
ABC-MART, Inc. 800 45,983 
Esprit Holdings Ltd. 92,750 82,876 
Fast Retailing Co. Ltd. 100 27,745 
Grandvision NV 284 8,113 
Inditex SA 3,364 103,796 
Nitori Holdings Co. Ltd. 600 46,083 
USS Co. Ltd. 8,500 133,785 
WH Smith PLC 546 13,732 
  462,113 
Textiles, Apparel & Luxury Goods - 1.0%   
adidas AG 752 80,147 
Burberry Group PLC 2,244 41,228 
Christian Dior SA 242 42,740 
Compagnie Financiere Richemont SA Series A 1,963 124,652 
Global Brands Group Holding Ltd. (a) 20,000 2,366 
Hermes International SCA 80 27,370 
LVMH Moet Hennessy - Louis Vuitton SA 1,123 186,572 
Pandora A/S 512 64,888 
  569,963 
TOTAL CONSUMER DISCRETIONARY  5,857,119 
CONSUMER STAPLES - 13.8%   
Beverages - 2.0%   
Anheuser-Busch InBev SA NV 1,170 130,896 
Asahi Group Holdings 1,300 38,203 
Diageo PLC 13,846 358,258 
Embotelladoras Arca S.A.B. de CV 3,313 20,209 
Fomento Economico Mexicano S.A.B. de CV sponsored ADR 214 20,028 
Heineken NV (Bearer) 3,036 244,929 
ITO EN Ltd. 3,200 90,829 
Pernod Ricard SA 2,660 283,899 
  1,187,251 
Food & Staples Retailing - 0.7%   
Alimentation Couche-Tard, Inc. Class B (sub. vtg.) 981 44,388 
Distribuidora Internacional de Alimentacion SA 3,534 17,854 
Jeronimo Martins SGPS SA 2,067 29,288 
Magnit OJSC (a) 174 24,602 
PriceSmart, Inc. 402 31,059 
Seven & i Holdings Co. Ltd. 1,600 63,794 
Sundrug Co. Ltd. 1,500 99,131 
Tsuruha Holdings, Inc. 300 25,371 
Woolworths Ltd. 2,265 37,021 
  372,508 
Food Products - 4.1%   
Aryzta AG 3,089 147,752 
Danone SA 12,340 858,222 
Greencore Group PLC 2,413 12,776 
M. Dias Branco SA 307 4,850 
Nestle SA 18,376 1,285,059 
Toyo Suisan Kaisha Ltd. 3,000 107,482 
Viscofan Envolturas Celulosicas SA 221 13,225 
  2,429,366 
Household Products - 2.3%   
Colgate-Palmolive Co. 7,049 462,696 
Reckitt Benckiser Group PLC 8,765 798,402 
Svenska Cellulosa AB (SCA) (B Shares) 2,936 88,027 
  1,349,125 
Personal Products - 2.0%   
AMOREPACIFIC Corp. 50 14,826 
Kao Corp. 8,000 403,619 
Kobayashi Pharmaceutical Co. Ltd. 1,400 119,650 
Kose Corp. 500 42,987 
L'Oreal SA 1,204 202,645 
Pola Orbis Holdings, Inc. 300 22,054 
Unilever NV (Certificaten Van Aandelen) (Bearer) 3,333 143,745 
Unilever PLC 5,402 230,787 
  1,180,313 
Tobacco - 2.7%   
British American Tobacco PLC (United Kingdom) 11,280 613,680 
Imperial Tobacco Group PLC 2,704 140,099 
Japan Tobacco, Inc. 18,200 723,721 
KT&G Corp. 1,357 116,606 
  1,594,106 
TOTAL CONSUMER STAPLES  8,112,669 
ENERGY - 4.0%   
Energy Equipment & Services - 0.3%   
Amec Foster Wheeler PLC 4,378 23,247 
Core Laboratories NV 350 36,729 
Technip SA 1,670 82,738 
Tecnicas Reunidas SA 1,400 38,136 
  180,850 
Oil, Gas & Consumable Fuels - 3.7%   
BP PLC 45,022 218,501 
Cairn Energy PLC (a) 24,070 54,910 
CNOOC Ltd. 179,000 186,463 
Enbridge, Inc. 3,642 128,641 
Eni SpA 7,016 98,120 
Galp Energia SGPS SA Class B 6,104 67,133 
Imperial Oil Ltd. 2,190 69,908 
INPEX Corp. 12,900 93,001 
Lundin Petroleum AB (a) 3,029 47,371 
Oil Search Ltd. ADR 18,569 88,534 
Royal Dutch Shell PLC:   
Class A (Netherlands) 5,594 127,622 
Class A (United Kingdom) 8,416 191,719 
Class B (United Kingdom) 4,387 99,609 
Statoil ASA 3,359 48,898 
Suncor Energy, Inc. 2,400 58,678 
Total SA 12,812 574,240 
  2,153,348 
TOTAL ENERGY  2,334,198 
FINANCIALS - 18.7%   
Banks - 9.3%   
ABN AMRO Group NV GDR (a) 5,118 101,553 
Australia & New Zealand Banking Group Ltd. 6,332 101,016 
Banco Bilbao Vizcaya Argentaria SA 5,922 37,438 
Banco Popolare Societa Cooperativa 2,498 20,585 
Bank of Ireland (a) 234,641 66,801 
Bankinter SA 10,005 66,381 
Barclays PLC 152,213 361,615 
BNP Paribas SA 6,567 307,188 
BOC Hong Kong (Holdings) Ltd. 17,500 45,448 
CaixaBank SA 39,412 112,454 
Chiba Bank Ltd. 7,000 32,827 
Credicorp Ltd. (United States) 307 35,993 
Danske Bank A/S 2,863 78,330 
DNB ASA 12,497 144,320 
Dubai Islamic Bank Pakistan Ltd. (a) 8,303 14,445 
Erste Group Bank AG 1,345 34,713 
Hang Seng Bank Ltd. 3,300 55,749 
HDFC Bank Ltd. sponsored ADR 2,454 129,620 
HSBC Holdings PLC:   
(Hong Kong) 35,200 222,994 
(United Kingdom) 61,850 393,325 
ING Groep NV (Certificaten Van Aandelen) 20,826 248,274 
Intesa Sanpaolo SpA 108,050 272,920 
Joyo Bank Ltd. 10,000 34,637 
Jyske Bank A/S (Reg.) 861 37,570 
Kasikornbank PCL:   
NVDR 6,500 31,096 
(For. Reg.) 400 1,947 
KBC Groep NV 5,288 281,300 
Lloyds Banking Group PLC 520,623 522,458 
Mitsubishi UFJ Financial Group, Inc. 59,200 255,466 
Nordea Bank AB 11,315 113,192 
North Pacific Bank Ltd. 10,100 25,023 
PT Bank Central Asia Tbk 44,000 44,339 
Seven Bank Ltd. 10,800 46,213 
Shinsei Bank Ltd. 18,000 21,375 
Societe Generale Series A 2,223 78,074 
Sumitomo Mitsui Financial Group, Inc. 13,400 376,006 
Svenska Handelsbanken AB (A Shares) 10,814 138,288 
Swedbank AB (A Shares) 4,940 99,787 
Sydbank A/S 1,142 31,111 
The Hachijuni Bank Ltd. 7,000 32,106 
The Toronto-Dominion Bank 2,300 89,127 
Unione di Banche Italiane ScpA 4,040 15,628 
United Overseas Bank Ltd. 5,500 66,952 
Westpac Banking Corp. 10,907 223,078 
  5,448,762 
Capital Markets - 2.0%   
Azimut Holding SpA 1,200 23,197 
Banca Generali SpA 1,193 30,511 
CI Financial Corp. 1,290 28,575 
Credit Suisse Group AG 2,586 34,612 
Daiwa Securities Group, Inc. 9,000 53,125 
Julius Baer Group Ltd. 3,841 153,255 
Macquarie Group Ltd. 2,836 130,075 
Partners Group Holding AG 359 130,423 
Schroders PLC 700 25,488 
UBS Group AG 36,030 553,531 
  1,162,792 
Consumer Finance - 0.2%   
AEON Financial Service Co. Ltd. 2,700 60,332 
Hitachi Capital Corp. 600 12,873 
Provident Financial PLC 1,308 59,149 
  132,354 
Diversified Financial Services - 0.7%   
Cerved Information Solutions SpA 2,661 21,002 
Challenger Ltd. 5,837 31,330 
Deutsche Boerse AG 431 35,436 
Element Financial Corp. 4,294 45,479 
IG Group Holdings PLC 7,027 74,430 
London Stock Exchange Group PLC 872 32,503 
ORIX Corp. 14,600 191,127 
  431,307 
Insurance - 4.2%   
Admiral Group PLC 700 16,875 
AIA Group Ltd. 62,200 317,475 
AMP Ltd. 10,841 41,165 
Aviva PLC 49,490 300,285 
AXA SA 8,208 180,465 
BB Seguridade Participacoes SA 3,600 21,624 
Direct Line Insurance Group PLC 5,034 27,228 
Euler Hermes SA 432 35,857 
Fairfax Financial Holdings Ltd. (sub. vtg.) 568 300,284 
Gjensidige Forsikring ASA 1,339 21,049 
Hiscox Ltd. 10,488 142,036 
Insurance Australia Group Ltd. 4,091 15,096 
Intact Financial Corp. 420 26,153 
Jardine Lloyd Thompson Group PLC 4,149 45,996 
Ping An Insurance (Group) Co. of China Ltd. (H Shares) 10,500 44,413 
Prudential PLC 6,680 116,327 
Sampo Oyj (A Shares) 3,384 152,700 
Sony Financial Holdings, Inc. 9,200 128,260 
St. James's Place Capital PLC 66 788 
Zurich Insurance Group AG 2,533 536,517 
  2,470,593 
Real Estate Investment Trusts - 0.4%   
British Land Co. PLC 4,720 43,293 
Derwent London PLC 455 19,208 
Nippon Prologis REIT, Inc. 10,608 
Unibail-Rodamco 208 51,986 
Westfield Corp. unit 19,660 140,323 
  265,418 
Real Estate Management & Development - 1.9%   
AEON MALL Co. Ltd. 990 14,033 
Brookfield Asset Management, Inc. 1,615 49,516 
Brookfield Asset Management, Inc. Class A 806 24,740 
CapitaLand Ltd. 7,000 14,836 
Cheung Kong Property Holdings Ltd. 4,920 25,175 
China Overseas Land and Investment Ltd. 8,000 23,759 
China Resources Land Ltd. 10,000 23,862 
Daito Trust Construction Co. Ltd. 200 27,088 
Daiwa House Industry Co. Ltd. 2,900 79,363 
Deutsche Wohnen AG (Bearer) 9,099 241,272 
Hongkong Land Holdings Ltd. 3,300 19,371 
Hysan Development Co. Ltd. 4,000 15,839 
LEG Immobilien AG 1,540 126,769 
Lendlease Group unit 1,596 14,843 
Leopalace21 Corp. (a) 5,800 33,652 
Mitsui Fudosan Co. Ltd. 1,000 23,237 
Sino Land Ltd. 14,000 19,439 
Sumitomo Realty & Development Co. Ltd. 2,000 54,997 
TAG Immobilien AG 3,952 46,904 
Vonovia SE 7,326 228,887 
  1,107,582 
TOTAL FINANCIALS  11,018,808 
HEALTH CARE - 8.9%   
Biotechnology - 0.2%   
Actelion Ltd. 742 103,590 
Health Care Equipment & Supplies - 1.1%   
Ansell Ltd. 1,355 16,635 
Coloplast A/S Series B 461 34,836 
Essilor International SA 295 35,188 
Hoya Corp. 3,400 122,865 
Nihon Kohden Corp. 4,900 119,772 
Olympus Corp. 2,200 80,215 
Straumann Holding AG 50 16,249 
Sysmex Corp. 300 18,504 
Terumo Corp. 6,200 211,817 
  656,081 
Health Care Providers & Services - 0.2%   
Fresenius SE & Co. KGaA 1,408 93,249 
Miraca Holdings, Inc. 600 25,851 
Orpea 183 15,150 
  134,250 
Health Care Technology - 0.0%   
M3, Inc. 1,000 23,804 
Life Sciences Tools & Services - 0.3%   
Eurofins Scientific SA 76 27,126 
Gerresheimer AG 181 12,984 
ICON PLC (a) 667 47,464 
Lonza Group AG 373 56,781 
  144,355 
Pharmaceuticals - 7.1%   
Astellas Pharma, Inc. 7,900 113,664 
Bayer AG 5,577 578,156 
GlaxoSmithKline PLC 16,187 313,705 
Hikma Pharmaceuticals PLC 1,323 34,637 
Novartis AG 11,396 817,750 
Novo Nordisk A/S Series B 3,715 191,266 
Roche Holding AG (participation certificate) 3,578 917,454 
Sanofi SA 4,515 357,761 
Santen Pharmaceutical Co. Ltd. 18,300 280,979 
Sawai Pharmaceutical Co. Ltd. 200 13,820 
Shionogi & Co. Ltd. 1,000 42,878 
Shire PLC 3,593 187,445 
Teva Pharmaceutical Industries Ltd. 500 28,240 
Teva Pharmaceutical Industries Ltd. sponsored ADR 4,367 242,805 
Valeant Pharmaceuticals International, Inc. (Canada) (a) 584 38,427 
  4,158,987 
TOTAL HEALTH CARE  5,221,067 
INDUSTRIALS - 11.8%   
Aerospace & Defense - 0.8%   
BAE Systems PLC 4,235 30,023 
Cobham PLC 36,270 130,447 
Finmeccanica SpA (a) 6,800 70,534 
Rolls-Royce Group PLC 4,910 46,090 
Safran SA 2,204 137,408 
Thales SA 387 30,905 
Zodiac Aerospace 2,135 35,767 
  481,174 
Air Freight & Logistics - 0.8%   
PostNL NV (a) 18,548 72,336 
Yamato Holdings Co. Ltd. 19,300 391,440 
  463,776 
Airlines - 0.7%   
easyJet PLC 3,581 75,062 
International Consolidated Airlines Group SA CDI 13,644 104,257 
Japan Airlines Co. Ltd. 4,400 157,439 
Ryanair Holdings PLC sponsored ADR 580 48,239 
  384,997 
Building Products - 0.6%   
ASSA ABLOY AB (B Shares) 1,999 38,324 
Compagnie de St. Gobain 1,602 62,338 
Daikin Industries Ltd. 2,600 174,292 
Geberit AG (Reg.) 139 50,296 
Kingspan Group PLC (Ireland) 777 19,618 
Toto Ltd. 700 20,139 
  365,007 
Commercial Services & Supplies - 1.3%   
Brambles Ltd. 61,618 549,308 
Edenred SA 1,831 32,228 
Intrum Justitia AB 458 14,053 
Secom Co. Ltd. 2,000 142,603 
  738,192 
Construction & Engineering - 0.5%   
Balfour Beatty PLC (a) 27,117 94,885 
Bouygues SA 811 31,818 
SHIMIZU Corp. 2,000 15,202 
Taisei Corp. 13,000 78,795 
VINCI SA 1,477 102,543 
  323,243 
Electrical Equipment - 1.6%   
Legrand SA 6,128 306,085 
Nidec Corp. 600 40,188 
Schneider Electric SA 9,410 560,887 
Vestas Wind Systems A/S 650 44,052 
  951,212 
Industrial Conglomerates - 0.4%   
Bidvest Group Ltd. 895 20,152 
CK Hutchison Holdings Ltd. 14,076 170,022 
Koninklijke Philips Electronics NV 2,660 67,537 
  257,711 
Machinery - 2.2%   
Alfa Laval AB 4,737 74,691 
Andritz AG 750 36,009 
Atlas Copco AB (A Shares) 2,009 45,274 
Daifuku Co. Ltd. 900 14,211 
GEA Group AG 5,359 237,127 
Glory Ltd. 1,900 64,008 
IMI PLC 9,726 115,133 
Kone Oyj (B Shares) 1,607 71,588 
Kubota Corp. 10,000 128,013 
Makita Corp. 1,300 76,360 
Minebea Ltd. 3,000 22,027 
Mitsubishi Heavy Industries Ltd. 1,000 3,558 
NGK Insulators Ltd. 1,000 17,787 
Nordson Corp. 1,112 79,697 
Sandvik AB 6,234 57,011 
Schindler Holding AG (participation certificate) 1,024 171,778 
Spirax-Sarco Engineering PLC 1,802 78,880 
Tadano Ltd. 2,000 17,122 
Wartsila Corp. 41 1,656 
  1,311,930 
Professional Services - 0.8%   
Capita Group PLC 4,677 65,227 
Intertek Group PLC 2,672 108,670 
Michael Page International PLC 13,608 70,041 
SEEK Ltd. 2,794 30,950 
SGS SA (Reg.) 82 165,725 
Temp Holdings Co., Ltd. 900 11,474 
  452,087 
Road & Rail - 0.7%   
DSV de Sammensluttede Vognmaend A/S 650 26,657 
East Japan Railway Co. 4,200 367,792 
Stagecoach Group PLC 2,073 7,822 
  402,271 
Trading Companies & Distributors - 1.2%   
Brenntag AG 3,240 157,727 
Bunzl PLC 10,567 284,299 
Itochu Corp. 3,500 41,262 
Misumi Group, Inc. 2,500 33,348 
Mitsubishi Corp. 3,600 57,613 
Rexel SA 3,671 45,166 
Wolseley PLC 1,701 87,231 
  706,646 
Transportation Infrastructure - 0.2%   
China Merchants Holdings International Co. Ltd. 30,593 84,762 
Kamigumi Co. Ltd. 2,000 18,732 
  103,494 
TOTAL INDUSTRIALS  6,941,740 
INFORMATION TECHNOLOGY - 9.8%   
Communications Equipment - 0.6%   
Telefonaktiebolaget LM Ericsson (B Shares) 36,329 333,656 
Electronic Equipment & Components - 1.5%   
Alps Electric Co. Ltd. 800 13,128 
China High Precision Automation Group Ltd. (a) 15,000 
Delta Electronics, Inc. 5,367 21,716 
Halma PLC 11,729 144,884 
Hirose Electric Co. Ltd. 1,155 130,299 
Hitachi Ltd. 62,000 262,270 
Keyence Corp. 200 103,369 
Murata Manufacturing Co. Ltd. 1,100 131,998 
Spectris PLC 3,137 78,898 
  886,562 
Internet Software & Services - 0.6%   
Alibaba Group Holding Ltd. sponsored ADR (a) 1,426 98,123 
Baidu.com, Inc. sponsored ADR (a) 268 46,477 
JUST EAT Ltd. (a) 3,191 17,130 
NetEase, Inc. sponsored ADR 353 47,517 
Rocket Internet AG (a) 905 20,576 
Tencent Holdings Ltd. 3,600 65,871 
United Internet AG 964 47,306 
Yandex NV (a) 841 10,866 
  353,866 
IT Services - 2.1%   
Amadeus IT Holding SA Class A 10,383 419,784 
Capgemini SA 772 64,414 
Cognizant Technology Solutions Corp. Class A (a) 2,343 133,504 
Computershare Ltd. 7,996 51,935 
IT Holdings Corp. 600 13,788 
Luxoft Holding, Inc. (a) 205 10,406 
MasterCard, Inc. Class A 887 77,098 
Nomura Research Institute Ltd. 8,950 305,442 
OBIC Co. Ltd. 2,200 109,313 
SCSK Corp. 1,500 57,569 
  1,243,253 
Semiconductors & Semiconductor Equipment - 2.6%   
Analog Devices, Inc. 5,643 299,023 
ARM Holdings PLC 2,752 37,817 
ASM International NV (Netherlands) 1,048 44,406 
Chipbond Technology Corp. 9,000 14,079 
Disco Corp. 200 18,425 
Infineon Technologies AG 11,984 145,455 
NVIDIA Corp. 5,712 179,128 
NXP Semiconductors NV (a) 977 69,601 
SK Hynix, Inc. 928 22,463 
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR 23,964 564,352 
Texas Instruments, Inc. 2,509 133,027 
  1,527,776 
Software - 1.7%   
Cadence Design Systems, Inc. (a) 7,664 165,159 
Check Point Software Technologies Ltd. (a) 1,299 107,908 
Constellation Software, Inc. 42 17,524 
Dassault Systemes SA 1,947 148,030 
Micro Focus International PLC 1,155 23,712 
Nintendo Co. Ltd. 300 41,992 
Sage Group PLC 4,641 38,531 
SAP AG 4,437 334,564 
Square Enix Holdings Co. Ltd. 1,100 25,891 
Synopsys, Inc. (a) 757 33,876 
Trend Micro, Inc. 1,600 58,227 
  995,414 
Technology Hardware, Storage & Peripherals - 0.7%   
Catcher Technology Co. Ltd. 3,000 23,465 
Fujifilm Holdings Corp. 600 22,488 
Logitech International SA (Reg.) 839 13,024 
NEC Corp. 10,000 25,324 
Neopost SA 1,491 31,823 
Samsung Electronics Co. Ltd. 301 286,090 
  402,214 
TOTAL INFORMATION TECHNOLOGY  5,742,741 
MATERIALS - 5.5%   
Chemicals - 4.5%   
Akzo Nobel NV 8,066 473,602 
Clariant AG (Reg.) 12,051 201,795 
Croda International PLC 4,238 175,308 
Daicel Chemical Industries Ltd. 4,000 51,040 
Evonik Industries AG 590 17,856 
Givaudan SA 150 281,673 
HEXPOL AB (B Shares) 1,500 15,137 
Incitec Pivot Ltd. 16,313 33,882 
JSR Corp. 1,800 25,233 
LG Chemical Ltd. 120 29,046 
Linde AG 2,432 339,966 
Mitsui Chemicals, Inc. 9,000 29,406 
Nippon Paint Holdings Co. Ltd. 5,900 118,101 
Nissan Chemical Industries Co. Ltd. 700 15,787 
Novozymes A/S Series B 658 28,309 
Orica Ltd. 12,321 125,316 
Shin-Etsu Chemical Co. Ltd. 1,300 65,275 
Sumitomo Chemical Co. Ltd. 7,000 30,652 
Symrise AG 4,581 294,721 
Syngenta AG (Switzerland) 579 231,878 
Yara International ASA 1,187 46,184 
  2,630,167 
Construction Materials - 0.2%   
CRH PLC 880 22,572 
James Hardie Industries PLC CDI 6,569 83,973 
  106,545 
Containers & Packaging - 0.0%   
Billerud AB 781 12,351 
Metals & Mining - 0.8%   
BHP Billiton PLC 5,850 58,842 
Hitachi Metals Ltd. 2,000 21,280 
Iluka Resources Ltd. 11,074 53,194 
Newcrest Mining Ltd. (a) 2,134 26,791 
Randgold Resources Ltd. 653 59,318 
Rio Tinto Ltd. 959 27,571 
Rio Tinto PLC 7,938 210,364 
  457,360 
Paper & Forest Products - 0.0%   
Mondi PLC 1,126 20,249 
TOTAL MATERIALS  3,226,672 
TELECOMMUNICATION SERVICES - 5.6%   
Diversified Telecommunication Services - 1.7%   
Bezeq The Israel Telecommunication Corp. Ltd. 8,500 19,081 
BT Group PLC 30,124 202,860 
Deutsche Telekom AG 6,780 113,409 
Elisa Corp. (A Shares) 511 18,283 
Hellenic Telecommunications Organization SA 3,772 31,309 
HKT Trust/HKT Ltd. unit 27,140 37,545 
Iliad SA 197 48,465 
Nippon Telegraph & Telephone Corp. 2,100 88,929 
Orange SA 4,400 76,210 
Singapore Telecommunications Ltd. 24,500 64,893 
TDC A/S 20,825 88,684 
Telecom Italia SpA (a) 45,324 44,041 
Telefonica Deutschland Holding AG 5,416 26,336 
Telenor ASA 2,271 33,904 
TeliaSonera AB 6,043 27,749 
Telstra Corp. Ltd. 23,219 86,795 
  1,008,493 
Wireless Telecommunication Services - 3.9%   
China Mobile Ltd. 22,768 242,923 
KDDI Corp. 41,500 1,060,242 
Mobile TeleSystems OJSC (a) 4,982 15,397 
Philippine Long Distance Telephone Co. 510 19,598 
SK Telecom Co. Ltd. 1,213 228,176 
SoftBank Corp. 3,400 167,079 
Vodafone Group PLC 187,429 568,453 
  2,301,868 
TOTAL TELECOMMUNICATION SERVICES  3,310,361 
UTILITIES - 2.2%   
Electric Utilities - 1.0%   
Enel SpA 25,693 102,680 
Iberdrola SA 11,229 72,340 
Kansai Electric Power Co., Inc. (a) 4,200 46,147 
Red Electrica Corporacion SA 400 31,830 
Scottish & Southern Energy PLC 15,887 304,297 
  557,294 
Gas Utilities - 0.3%   
APA Group unit 11,599 72,191 
China Resource Gas Group Ltd. 28,000 73,077 
ENN Energy Holdings Ltd. 4,000 18,282 
Rubis 182 13,501 
  177,051 
Multi-Utilities - 0.9%   
Centrica PLC 10,590 30,453 
E.ON AG 9,510 85,925 
Engie 20,313 315,663 
Suez Environnement SA 3,092 53,633 
Veolia Environnement SA 3,015 68,087 
  553,761 
TOTAL UTILITIES  1,288,106 
TOTAL COMMON STOCKS   
(Cost $50,449,113)  53,053,481 
Nonconvertible Preferred Stocks - 1.3%   
CONSUMER DISCRETIONARY - 0.6%   
Automobiles - 0.6%   
Volkswagen AG 3,048 357,108 
CONSUMER STAPLES - 0.7%   
Beverages - 0.2%   
Ambev SA sponsored ADR 25,400 110,236 
Household Products - 0.5%   
Henkel AG & Co. KGaA 2,974 300,362 
TOTAL CONSUMER STAPLES  410,598 
MATERIALS - 0.0%   
Metals & Mining - 0.0%   
Gerdau SA sponsored ADR 10,223 8,996 
TOTAL NONCONVERTIBLE PREFERRED STOCKS   
(Cost $952,804)  776,702 
Equity Funds - 1.4%   
Europe Stock Funds - 1.4%   
WisdomTree Europe Hedged Equity ETF   
(Cost $1,001,411) 16,800 839,664 
 Principal Amount  
U.S. Treasury Obligations - 0.2%   
U.S. Treasury Bills, yield at date of purchase 0.31% 4/28/16 to 5/26/16(b)   
(Cost $139,928) $140,000 139,935 
  Shares  
Money Market Funds - 6.3%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (c)   
(Cost $3,668,441) 3,668,441 3,668,441 
TOTAL INVESTMENT PORTFOLIO - 99.4%   
(Cost $56,211,697)  58,478,223 
NET OTHER ASSETS (LIABILITIES) - 0.6%  329,173 
NET ASSETS - 100%  $58,807,396 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/(Depreciation) 
Purchased    
Equity Index Contracts    
8 CME NIKKEI 225 Index Contracts (Japan) March 2016 640,200 $(150,982) 
24 ICE E-mini MSCI EAFE Index Contracts (United States) March 2016 1,854,000 (136,291) 
TOTAL FUTURES CONTRACTS   $(287,273) 

The face value of futures purchased as a percentage of Net Assets is 4.2%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Non-income producing

 (b) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $139,935.

 (c) The rate quoted is the annualized seven-day yield of the fund at period end.


Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $6,214,227 $2,703,178 $3,511,049 $-- 
Consumer Staples 8,523,267 2,666,735 5,856,532 -- 
Energy 2,334,198 613,287 1,720,911 -- 
Financials 11,018,808 5,204,089 5,814,719 -- 
Health Care 5,221,067 1,586,275 3,634,792 -- 
Industrials 6,941,740 4,172,969 2,768,771 -- 
Information Technology 5,742,741 3,505,855 2,236,886 -- 
Materials 3,235,668 2,005,891 1,229,777 -- 
Telecommunication Services 3,310,361 269,703 3,040,658 -- 
Utilities 1,288,106 578,177 709,929 -- 
Equity Funds 839,664 839,664 -- -- 
Other Short-Term Investments 139,935 -- 139,935 -- 
Money Market Funds 3,668,441 3,668,441 -- -- 
Total Investments in Securities: $58,478,223 $27,814,264 $30,663,959 $-- 
Derivative Instruments:     
Liabilities     
Futures Contracts $(287,273) $(287,273) $-- $-- 
Total Liabilities $(287,273) $(287,273) $-- $-- 
Total Derivative Instruments: $(287,273) $(287,273) $-- $-- 

The following is a summary of transfers between Level 1 and Level 2 for the period ended February 29, 2016. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers Total 
Level 1 to Level 2 $15,518,826 
Level 2 to Level 1 $2,160,926 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $0 $(287,273) 
Total Equity Risk (287,273) 
Total Value of Derivatives $0 $(287,273) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


Other Information

Distribution of investments by country or territory of incorporation, as a percentage of Total Net Assets, is as follows (Unaudited):

Japan 18.0% 
United Kingdom 17.4% 
United States of America 11.5% 
Switzerland 10.2% 
France 9.9% 
Germany 7.5% 
Netherlands 3.6% 
Australia 3.1% 
Hong Kong 1.9% 
Sweden 1.8% 
Spain 1.8% 
Canada 1.8% 
Italy 1.2% 
Korea (South) 1.2% 
Denmark 1.2% 
Cayman Islands 1.1% 
Taiwan 1.0% 
Others (Individually Less Than 1%) 5.8% 
 100.0% 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $56,211,697) 
 $58,478,223 
Foreign currency held at value (cost $137,858)  136,594 
Receivable for investments sold  257,862 
Receivable for fund shares sold  5,534 
Dividends receivable  181,650 
Interest receivable  309 
Prepaid expenses  32 
Other receivables  167 
Total assets  59,060,371 
Liabilities   
Payable for investments purchased $134,226  
Accrued management fee 31,870  
Distribution and service plan fees payable 19  
Payable for daily variation margin for derivative instruments 25,320  
Audit fee payable 38,763  
Custody fee payable 15,249  
Other affiliated payables 6,832  
Other payables and accrued expenses 696  
Total liabilities  252,975 
Net Assets  $58,807,396 
Net Assets consist of:   
Paid in capital  $57,989,507 
Distributions in excess of net investment income  (6,811) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (1,144,226) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  1,968,926 
Net Assets  $58,807,396 
International Multi-Manager:   
Net Asset Value, offering price and redemption price per share ($55,756,348 ÷ 5,406,265 shares)  $10.31 
Class F:   
Net Asset Value, offering price and redemption price per share ($2,868,117 ÷ 277,865 shares)  $10.32 
Class L:   
Net Asset Value, offering price and redemption price per share ($91,729 ÷ 8,904 shares)  $10.30 
Class N:   
Net Asset Value, offering price and redemption price per share ($91,202 ÷ 8,859 shares)  $10.29 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $1,721,923 
Interest  613 
Income before foreign taxes withheld  1,722,536 
Less foreign taxes withheld  (142,612) 
Total income  1,579,924 
Expenses   
Management fee $424,323  
Transfer agent fees 56,772  
Distribution and service plan fees 254  
Accounting fees and expenses 33,594  
Custodian fees and expenses 97,025  
Independent trustees' compensation 730  
Registration fees 40,098  
Audit 60,772  
Legal 487  
Miscellaneous 692  
Total expenses before reductions 714,747  
Expense reductions (9,598) 705,149 
Net investment income (loss)  874,775 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (485,900)  
Foreign currency transactions (14,518)  
Futures contracts (61,805)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 63,792  
Total net realized gain (loss)  (498,431) 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(8,983,737)  
Assets and liabilities in foreign currencies 130  
Futures contracts (389,691)  
Total change in net unrealized appreciation (depreciation)  (9,373,298) 
Net gain (loss)  (9,871,729) 
Net increase (decrease) in net assets resulting from operations  $(8,996,954) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $874,775 $906,412 
Net realized gain (loss) (498,431) 2,148,427 
Change in net unrealized appreciation (depreciation) (9,373,298) (2,152,155) 
Net increase (decrease) in net assets resulting from operations (8,996,954) 902,684 
Distributions to shareholders from net investment income (879,986) (1,434,668) 
Distributions to shareholders from net realized gain (504,100) (2,718,059) 
Total distributions (1,384,086) (4,152,727) 
Share transactions - net increase (decrease) 2,859,241 (758,476) 
Redemption fees 38 14 
Total increase (decrease) in net assets (7,521,761) (4,008,505) 
Net Assets   
Beginning of period 66,329,157 70,337,662 
End of period (including distributions in excess of net investment income of $6,811 and distributions in excess of net investment income of $291, respectively) $58,807,396 $66,329,157 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund

Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $12.15 $12.80 $11.04 $10.00 
Income from Investment Operations     
Net investment income (loss)C .16 .17 .27D .11 
Net realized and unrealized gain (loss) (1.75) (.03) 1.89 1.05 
Total from investment operations (1.59) .14 2.16 1.16 
Distributions from net investment income (.16)E (.27) (.17) (.10) 
Distributions from net realized gain (.09)E (.52) (.23) (.02) 
Total distributions (.25) (.79) (.40) (.12) 
Redemption fees added to paid in capitalC,F – – – – 
Net asset value, end of period $10.31 $12.15 $12.80 $11.04 
Total ReturnG,H (13.34)% 1.25% 19.74% 11.64% 
Ratios to Average Net AssetsI     
Expenses before reductions 1.10% 1.14% 1.20% 1.29%J 
Expenses net of fee waivers, if any 1.10% 1.14% 1.18% 1.18%J 
Expenses net of all reductions 1.09% 1.12% 1.17% 1.16%J 
Net investment income (loss) 1.34% 1.38% 2.29%D 1.26%J 
Supplemental Data     
Net assets, end of period (000 omitted) $55,756 $63,653 $68,582 $56,164 
Portfolio turnover rateK 42% 41% 46% 42%J 

 A For the year ended February 29.

 B For the period May 2, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.09 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.50%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund Class F

Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $12.16 $12.82 $11.05 $10.69 
Income from Investment Operations     
Net investment income (loss)C .17 .18 .29D .01 
Net realized and unrealized gain (loss) (1.75) (.04) 1.88 .35 
Total from investment operations (1.58) .14 2.17 .36 
Distributions from net investment income (.17)E (.29) (.17) – 
Distributions from net realized gain (.09)E (.52) (.23) – 
Total distributions (.26) (.80)F (.40) – 
Redemption fees added to paid in capitalC,G – – – – 
Net asset value, end of period $10.32 $12.16 $12.82 $11.05 
Total ReturnH,I (13.26)% 1.30% 19.85% 3.37% 
Ratios to Average Net AssetsJ     
Expenses before reductions 1.01% 1.05% 1.16% 1.25%K 
Expenses net of fee waivers, if any 1.01% 1.05% 1.09% 1.09%K 
Expenses net of all reductions 1.00% 1.03% 1.08% 1.07%K 
Net investment income (loss) 1.43% 1.48% 2.38%D .44%K 
Supplemental Data     
Net assets, end of period (000 omitted) $2,868 $2,465 $1,547 $267 
Portfolio turnover rateL 42% 41% 46% 42%K 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.10 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.59%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Total distributions of $.80 per share is comprised of distributions from net investment income of $.286 and distributions from net realized gain of $.517 per share.

 G Amount represents less than $.005 per share.

 H Total returns for periods of less than one year are not annualized.

 I Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 K Annualized

 L Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund Class L

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $12.14 $12.80 $12.62 
Income from Investment Operations    
Net investment income (loss)C .16 .17 .11D 
Net realized and unrealized gain (loss) (1.75) (.04) .45 
Total from investment operations (1.59) .13 .56 
Distributions from net investment income (.16)E (.28) (.17) 
Distributions from net realized gain (.09)E (.52) (.21) 
Total distributions (.25) (.79)F (.38) 
Redemption fees added to paid in capitalC,G – – – 
Net asset value, end of period $10.30 $12.14 $12.80 
Total ReturnH,I (13.35)% 1.21% 4.57% 
Ratios to Average Net AssetsJ    
Expenses before reductions 1.11% 1.15% 1.33%K 
Expenses net of fee waivers, if any 1.10% 1.15% 1.18%K 
Expenses net of all reductions 1.09% 1.13% 1.17%K 
Net investment income (loss) 1.34% 1.38% 2.88%D,K 
Supplemental Data    
Net assets, end of period (000 omitted) $92 $106 $105 
Portfolio turnover rateL 42% 41% 46% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.09%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Total distributions of $.79 per share is comprised of distributions from net investment income of $.275 and distributions from net realized gain of $.517 per share.

 G Amount represents less than $.005 per share.

 H Total returns for periods of less than one year are not annualized.

 I Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 K Annualized

 L Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers International Multi-Manager Fund Class N

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $12.13 $12.79 $12.62 
Income from Investment Operations    
Net investment income (loss)C .13 .14 .10D 
Net realized and unrealized gain (loss) (1.75) (.04) .45 
Total from investment operations (1.62) .10 .55 
Distributions from net investment income (.13)E (.24) (.17) 
Distributions from net realized gain (.09)E (.52) (.21) 
Total distributions (.22) (.76) (.38) 
Redemption fees added to paid in capitalC,F – – – 
Net asset value, end of period $10.29 $12.13 $12.79 
Total ReturnG,H (13.55)% .95% 4.45% 
Ratios to Average Net AssetsI    
Expenses before reductions 1.35% 1.40% 1.59%J 
Expenses net of fee waivers, if any 1.35% 1.40% 1.43%J 
Expenses net of all reductions 1.34% 1.38% 1.42%J 
Net investment income (loss) 1.09% 1.13% 2.63%D,J 
Supplemental Data    
Net assets, end of period (000 omitted) $91 $105 $104 
Portfolio turnover rateK 42% 41% 46% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Net Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.84%.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Amount represents less than $.005 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers International Multi-Manager Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund offers International Multi-Manager, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers, Inc. (Strategic Advisers) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016, including information on transfers between Levels 1 and 2 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the underlying funds, futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $7,563,605 
Gross unrealized depreciation (5,728,950) 
Net unrealized appreciation (depreciation) on securities $1,834,655 
Tax Cost $56,643,568 

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward $(999,620) 
Net unrealized appreciation (depreciation) on securities and other investments $1,824,706 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(999,620) 

The Fund intends to elect to defer to its next fiscal year $6,700 of currency losses recognized during the period November 1, 2015 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $879,986 $ 1,729,849 
Long-term Capital Gains 504,100 2,422,878 
Total $1,384,086 $ 4,152,727 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days may have been subject to a redemption fee equal to 1.00% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $(61,805) and a change in net unrealized appreciation (depreciation) of $(389,691) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities and U.S. government securities, aggregated $26,109,458 and $24,169,912, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.05% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .65% of the Fund's average net assets.

Sub-Advisers. Causeway Capital Management, LLC, Massachusetts Financial Services Company (MFS), FIAM LLC (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, and William Blair & Company, LLC each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

Arrowstreet Capital, Limited Partnership and Thompson, Siegel & Walmsley LLC have been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, these sub-advisers have not been allocated any portion of the Fund's assets. These sub-advisers in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $254 $254 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
International Multi-Manager $56,584 .09 
Class L 94 .09 
Class N 94 .09 
 $56,772  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $11 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $94 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $8,260 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of class-level operating expenses as follows:

 Amount 
International Multi-Manager $1,334 
Class L 
Class N 
 $1,338 

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended February 29, 2016 Year ended February 28, 2015 
From net investment income   
International Multi-Manager $836,654 $1,385,396 
Class F 40,798 44,987 
Class L 1,378 2,272 
Class N 1,156 2,013 
Total $879,986 $1,434,668 
From net realized gain   
International Multi-Manager $483,052 $2,624,206 
Class F 19,445 85,289 
Class L 803 4,283 
Class N 800 4,281 
Total $504,100 $2,718,059 

9. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Year ended February 29, 2016 Year ended February 28, 2015 Year ended February 29, 2016 Year ended February 28, 2015 
International Multi-Manager     
Shares sold 137,354 145,819 $1,616,006 $1,782,542 
Reinvestment of distributions 112,265 335,000 1,319,706 4,009,602 
Shares redeemed (82,967) (597,389) (940,831) (7,566,740) 
Net increase (decrease) 166,652 (116,570) $1,994,881 $(1,774,596) 
Class F     
Shares sold 120,262 89,216 $1,384,025 $1,094,055 
Reinvestment of distributions 5,139 10,927 60,243 130,276 
Shares redeemed (50,276) (18,073) (584,045) (221,060) 
Net increase (decrease) 75,125 82,070 $860,223 $1,003,271 
Class L     
Reinvestment of distributions 186 549 2,181 6,555 
Net increase (decrease) 186 549 $2,181 $6,555 
Class N     
Reinvestment of distributions 166 526 1,956 6,294 
Net increase (decrease) 166 526 $1,956 $6,294 

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 93% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers International Multi-Manager Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers International Multi-Manager Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers International Multi-Manager Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095 (plan participants) or 1-877-208-0098 (Advisors and Investment Professionals).

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
International Multi-Manager 1.11%    
Actual  $1,000.00 $914.70 $5.28 
Hypothetical-C  $1,000.00 $1,019.34 $5.57 
Class F 1.01%    
Actual  $1,000.00 $914.70 $4.81 
Hypothetical-C  $1,000.00 $1,019.84 $5.07 
Class L 1.11%    
Actual  $1,000.00 $914.70 $5.28 
Hypothetical-C  $1,000.00 $1,019.34 $5.57 
Class N 1.36%    
Actual  $1,000.00 $913.40 $6.47 
Hypothetical-C  $1,000.00 $1,018.10 $6.82 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

Class L and Class N designates 2% of the dividends distributed in December 2015, during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

Class L and Class N designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 Pay Date Income Taxes 
Class L 12/07/15 $0.1743 $0.0233 
Class N 12/07/15 $0.1493 $0.0233 

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers International Multi-Manager Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Causeway Capital Management LLC (Causeway), Massachusetts Financial Services Company (MFS), Pyramis Global Advisors, LLC (Pyramis), Thompson, Siegel & Walmsley, LLC (Thompson, Siegel & Walmsley), and William Blair Investment Management LLC (William Blair) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, Causeway, MFS, Pyramis, Thompson, Siegel & Walmsley, and William Blair(collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers International Multi-Manager Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class F was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class F had out-performed 65% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of Class F was higher than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted that the fund's maximum aggregate annual management fee rate may not exceed 1.05% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 1.18%, 1.18%, and 1.43%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.09% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers International Multi-Manager Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each of the retail class, Class L, and Class N were above, and the total expenses of Class F were below, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for retail class and Class L ranked below median when compared to a universe of no-load funds. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest.In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

STG-L-STG-N-ANN-0416
1.9585951.102


Strategic Advisers® Small-Mid Cap Multi-Manager Fund



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Strategic Advisers® Small-Mid Cap Multi-Manager Fund (14.27)% 9.39% 

 A From December 20, 2011


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Small-Mid Cap Multi-Manager Fund, a class of the fund, on December 20, 2011, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the Russell 2500™ Index performed over the same period.


Period Ending Values

$14,577Strategic Advisers® Small-Mid Cap Multi-Manager Fund

$15,695Russell 2500™ Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index returned -6.19% for the year ending February 29, 2016. Largely range-bound for the first half of the period, U.S. stocks suffered a steep, late-summer decline on concern about an economic slowdown in China. The market recovered in October, lifted by the U.S. Federal Reserve's decision to delay raising near-term interest rates until mid-December. Investors also drew courage from a rate cut in China and economic stimulus in Europe. But continued oil-price weakness and U.S.-dollar strength, plus fresh worries about China and the Middle East, pushed the S&P 500® to its worst January since 2009, followed by a volatile but ultimately flattish February. Overall, growth-oriented and larger-cap stocks fared better than value and smaller-cap complements. In this environment, the tech-heavy Nasdaq Composite Index® returned -7.07% for the 12 months; the Russell 2000® Index, -14.97%. Few sectors within the broad-market S&P 500® gained ground, with a wide gap separating leaders from laggards. Despite increased competition among wireless carriers, telecommunication services (+8%) led the way, followed by the more defensive utilities sector (+6%). Rising wages and low inflation buoyed consumer staples (+4%), less so consumer discretionary (0%). Meanwhile, energy (-24%) foundered amid commodity weakness that also hurt materials (-17%). The financials sector (-12%) struggled as well.

Comments from Portfolio Manager Barry Golden:  Reflecting the challenging environment created by a sharp downturn in stocks in August and again in the early months of 2016, the fund's share classes lagged the -13.30% return of the benchmark Russell 2500™ Index. Relative to the benchmark, sub-adviser Advisory Research's strategy emphasizing companies' intrinsic value performed somewhat worse than expected, given that this manager also incorporates a quality tilt into its investment process. It was hampered by selections in the materials sector and the health care equipment & services and diversified financials groups. Newly hired sub-adviser Portolan Capital Management® modestly detracted, as this manager's somewhat higher-risk, global-growth strategy underperformed amid a generally risk-averse market environment. On the plus side, RS Investment Management, which runs an aggressive-growth, quality-tilted strategy, performed better than anticipated given its higher-risk approach. This manager was helped by favorable positioning in energy and technology, along with solid selections in industrials. Arrowpoint Asset Management, also hired during the period, was another contributor, as this manager's quality-oriented growth strategy helped it outperform when the market environment shifted in January and February.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Top Ten Holdings as of February 29, 2016

(excluding cash equivalent) % of fund's net assets % of fund's net assets 6 months ago 
PowerShares S&P SmallCap Financials Portfolio ETF 1.0 0.9 
E*TRADE Financial Corp. 0.8 0.8 
Allison Transmission Holdings, Inc. 0.8 0.8 
Pinnacle Foods, Inc. 0.7 0.4 
Voya Financial, Inc. 0.7 0.8 
Euronet Worldwide, Inc. 0.7 0.6 
FNF Group 0.6 0.6 
Berry Plastics Group, Inc. 0.6 0.5 
Mellanox Technologies Ltd. 0.6 0.3 
CoreLogic, Inc. 0.6 0.6 
 7.1  

Top Five Market Sectors as of February 29, 2016

(stocks only) % of fund's net assets % of fund's net assets 6 months ago 
Information Technology 21.1 19.5 
Financials 17.4 18.8 
Consumer Discretionary 15.4 13.8 
Industrials 13.8 14.7 
Health Care 12.4 14.0 

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   Common Stocks 92.0% 
   Sector Funds 1.0% 
   Short-Term Investments and Net Other Assets (Liabilities) 7.0% 


As of August 31, 2015  
   Common Stocks 93.1% 
   Sector Funds 0.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 6.0% 


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Common Stocks - 92.0%   
 Shares Value 
CONSUMER DISCRETIONARY - 15.4%   
Auto Components - 0.9%   
BorgWarner, Inc. 360 $11,765 
Cooper Tire & Rubber Co. 1,125 44,213 
Dana Holding Corp. 2,344 29,159 
Delphi Automotive PLC 187 12,469 
Gentex Corp. 3,228 47,000 
The Goodyear Tire & Rubber Co. 1,782 53,674 
Visteon Corp. 1,056 73,836 
  272,116 
Automobiles - 0.4%   
Harley-Davidson, Inc. 3,160 136,417 
Distributors - 0.6%   
LKQ Corp. (a) 6,061 167,284 
Pool Corp. 379 30,422 
  197,706 
Diversified Consumer Services - 1.2%   
2U, Inc. (a) 1,871 41,817 
Grand Canyon Education, Inc. (a) 1,040 40,539 
H&R Block, Inc. 3,752 123,366 
Houghton Mifflin Harcourt Co. (a) 1,373 25,826 
LifeLock, Inc. (a) 1,162 12,817 
ServiceMaster Global Holdings, Inc. (a) 3,376 128,052 
  372,417 
Hotels, Restaurants & Leisure - 3.1%   
BJ's Restaurants, Inc. (a) 457 20,145 
Bravo Brio Restaurant Group, Inc. (a) 1,825 14,253 
Brinker International, Inc. 378 18,824 
Carrols Restaurant Group, Inc. (a) 3,869 51,342 
Dave & Buster's Entertainment, Inc. (a) 860 31,743 
Del Taco Restaurants, Inc. (a) 282 3,054 
Domino's Pizza, Inc. 231 30,732 
Dunkin' Brands Group, Inc. 1,798 83,751 
El Pollo Loco Holdings, Inc. (a) 1,241 16,021 
Fiesta Restaurant Group, Inc. (a) 990 32,789 
Hyatt Hotels Corp. Class A (a) 1,965 90,685 
Jack in the Box, Inc. 341 23,444 
Kona Grill, Inc. (a) 568 8,418 
Marriott Vacations Worldwide Corp. 366 22,161 
MGM Mirage, Inc. (a) 7,840 148,411 
Penn National Gaming, Inc. (a) 1,358 18,795 
Popeyes Louisiana Kitchen, Inc. (a) 1,020 55,580 
Six Flags Entertainment Corp. 1,660 84,428 
Sonic Corp. 1,240 36,419 
Starwood Hotels & Resorts Worldwide, Inc. 340 23,497 
Texas Roadhouse, Inc. Class A 665 27,737 
The Cheesecake Factory, Inc. 424 21,158 
Vail Resorts, Inc. 230 29,304 
Wendy's Co. 4,725 44,273 
  936,964 
Household Durables - 0.8%   
CalAtlantic Group, Inc. 513 15,564 
D.R. Horton, Inc. 1,030 27,522 
Helen of Troy Ltd. (a) 210 20,026 
iRobot Corp. (a) 1,304 40,867 
Newell Rubbermaid, Inc. 2,685 102,057 
Toll Brothers, Inc. (a) 800 21,960 
TopBuild Corp. (a) 488 13,166 
  241,162 
Internet & Catalog Retail - 0.4%   
1-800-FLOWERS.com, Inc. Class A (a) 1,183 9,239 
Duluth Holdings, Inc. 200 3,310 
Expedia, Inc. 58 6,038 
Groupon, Inc. Class A (a) 8,286 39,607 
Shutterfly, Inc. (a) 1,219 54,172 
  112,366 
Leisure Products - 0.5%   
Brunswick Corp. 460 19,568 
Hasbro, Inc. 780 59,179 
Polaris Industries, Inc. 695 61,097 
  139,844 
Media - 2.4%   
Crown Media Holdings, Inc. Class A (a) 1,050 4,610 
Discovery Communications, Inc. Class A (a) 605 15,125 
E.W. Scripps Co. Class A 1,141 19,694 
Gray Television, Inc. (a) 3,385 39,063 
IMAX Corp. (a) 2,702 79,736 
Lions Gate Entertainment Corp. 286 6,035 
Media General, Inc. (a) 2,269 37,711 
National CineMedia, Inc. 4,941 73,868 
News Corp. Class A 4,843 52,401 
Nexstar Broadcasting Group, Inc. Class A 1,007 44,993 
Omnicom Group, Inc. 120 9,337 
Scholastic Corp. 1,290 45,189 
Sinclair Broadcast Group, Inc. Class A 3,108 95,944 
Tegna, Inc. 4,355 107,307 
Tribune Media Co. Class A 2,715 97,469 
  728,482 
Specialty Retail - 3.4%   
Aarons, Inc. Class A 947 21,772 
Advance Auto Parts, Inc. 92 13,656 
American Eagle Outfitters, Inc. 2,783 42,469 
Cabela's, Inc. Class A (a) 160 7,677 
CST Brands, Inc. 4,836 156,880 
Destination Maternity Corp. 417 3,369 
Destination XL Group, Inc. (a) 5,016 22,321 
DSW, Inc. Class A 2,050 53,710 
Express, Inc. (a) 900 15,507 
Five Below, Inc. (a) 1,303 49,970 
Genesco, Inc. (a) 81 5,344 
GNC Holdings, Inc. 360 10,253 
Hibbett Sports, Inc. (a) 1,199 42,565 
Lithia Motors, Inc. Class A (sub. vtg.) 1,107 102,641 
Monro Muffler Brake, Inc. 366 25,023 
New York & Co., Inc. (a) 900 1,800 
Office Depot, Inc. (a) 2,156 10,952 
Outerwall, Inc. 789 24,609 
Rent-A-Center, Inc. 2,352 30,035 
Restoration Hardware Holdings, Inc. (a) 840 31,912 
Ross Stores, Inc. 220 12,096 
Sally Beauty Holdings, Inc. (a) 3,812 120,383 
Select Comfort Corp. (a) 450 8,055 
Staples, Inc. 5,500 51,975 
The Container Store Group, Inc. (a) 1,652 8,937 
Ulta Salon, Cosmetics & Fragrance, Inc. (a) 460 75,987 
Vitamin Shoppe, Inc. (a) 315 8,691 
Williams-Sonoma, Inc. 1,090 56,800 
  1,015,389 
Textiles, Apparel & Luxury Goods - 1.7%   
Carter's, Inc. 1,494 151,835 
Crocs, Inc. (a) 820 8,028 
Deckers Outdoor Corp. (a) 220 12,443 
G-III Apparel Group Ltd. (a) 1,618 85,350 
Oxford Industries, Inc. 139 10,096 
PVH Corp. 1,528 120,941 
Skechers U.S.A., Inc. Class A (sub. vtg.) (a) 464 15,275 
Steven Madden Ltd. (a) 660 23,232 
Tumi Holdings, Inc. (a) 1,015 20,046 
Wolverine World Wide, Inc. 2,977 56,355 
  503,601 
TOTAL CONSUMER DISCRETIONARY  4,656,464 
CONSUMER STAPLES - 1.9%   
Beverages - 0.1%   
Boston Beer Co., Inc. Class A (a) 163 30,662 
Food & Staples Retailing - 0.2%   
Casey's General Stores, Inc. 120 12,668 
Fresh Market, Inc. (a) 1,390 32,067 
Sprouts Farmers Market LLC (a) 1,065 30,331 
  75,066 
Food Products - 1.3%   
B&G Foods, Inc. Class A 590 20,408 
Cal-Maine Foods, Inc. 822 43,878 
Ingredion, Inc. 180 18,220 
Lancaster Colony Corp. 267 27,173 
Pinnacle Foods, Inc. 5,305 229,123 
Snyders-Lance, Inc. 1,550 50,701 
  389,503 
Household Products - 0.2%   
Energizer Holdings, Inc. 145 5,646 
Spectrum Brands Holdings, Inc. 508 48,651 
  54,297 
Personal Products - 0.1%   
Edgewell Personal Care Co. (a) 145 11,085 
Elizabeth Arden, Inc. (a) 650 4,030 
  15,115 
TOTAL CONSUMER STAPLES  564,643 
ENERGY - 2.3%   
Energy Equipment & Services - 0.8%   
Dril-Quip, Inc. (a) 737 39,982 
Helmerich & Payne, Inc. 135 7,151 
ION Geophysical Corp. (a) 186 577 
McDermott International, Inc. (a) 1,150 3,795 
Nabors Industries Ltd. 3,875 27,745 
Oceaneering International, Inc. 662 18,284 
Patterson-UTI Energy, Inc. 907 14,095 
Precision Drilling Corp. 18,350 58,861 
RigNet, Inc. (a) 2,377 31,376 
TETRA Technologies, Inc. (a) 2,000 10,080 
U.S. Silica Holdings, Inc. 935 17,943 
  229,889 
Oil, Gas & Consumable Fuels - 1.5%   
Carrizo Oil & Gas, Inc. (a) 2,497 53,686 
Cheniere Energy Partners LP Holdings LLC 771 12,930 
Cheniere Energy, Inc. (a) 1,107 39,575 
Diamondback Energy, Inc. 320 22,800 
Energen Corp. 2,116 56,032 
Laredo Petroleum, Inc. (a) 1,525 7,793 
Memorial Resource Development Corp. (a) 1,358 13,132 
Newfield Exploration Co. (a) 3,175 86,455 
PBF Energy, Inc. Class A 1,695 51,189 
Pioneer Natural Resources Co. 425 51,225 
Sunoco Logistics Partners, LP 516 15,506 
Valero Energy Corp. 240 14,419 
WPX Energy, Inc. (a) 8,005 32,901 
  457,643 
TOTAL ENERGY  687,532 
FINANCIALS - 17.4%   
Banks - 4.2%   
Bank of the Ozarks, Inc. 478 18,088 
BankUnited, Inc. 3,672 117,945 
Cathay General Bancorp 732 19,537 
Columbia Banking Systems, Inc. 1,012 29,176 
Comerica, Inc. 380 12,836 
Cullen/Frost Bankers, Inc. 686 32,880 
East West Bancorp, Inc. 1,786 53,526 
First Niagara Financial Group, Inc. 720 6,653 
First Republic Bank 1,190 73,233 
Great Western Bancorp, Inc. 949 23,355 
Hancock Holding Co. 1,372 31,652 
Home Bancshares, Inc. 621 24,542 
Huntington Bancshares, Inc. 2,710 23,713 
Investors Bancorp, Inc. 6,821 77,214 
KeyCorp 6,515 68,733 
MB Financial, Inc. 617 18,831 
Opus Bank 650 20,969 
PacWest Bancorp 1,399 45,020 
Pinnacle Financial Partners, Inc. 937 43,449 
PrivateBancorp, Inc. 1,735 59,615 
Regions Financial Corp. 2,525 18,988 
SVB Financial Group (a) 1,527 135,674 
Talmer Bancorp, Inc. Class A 2,118 35,582 
TCF Financial Corp. 1,450 16,443 
Texas Capital Bancshares, Inc. (a) 375 12,124 
Umpqua Holdings Corp. 3,827 57,558 
United Community Bank, Inc. 4,420 76,510 
Webster Financial Corp. 3,095 104,023 
  1,257,869 
Capital Markets - 2.8%   
Ameriprise Financial, Inc. 160 13,432 
Ares Capital Corp. 1,545 21,105 
E*TRADE Financial Corp. (a) 10,064 236,101 
Financial Engines, Inc. 1,312 32,013 
Invesco Ltd. 4,020 107,495 
Janus Capital Group, Inc. 1,283 16,589 
Lazard Ltd. Class A 2,840 99,911 
LPL Financial 1,854 37,506 
Oaktree Capital Group LLC Class A 960 44,064 
Raymond James Financial, Inc. 1,718 75,317 
SEI Investments Co. 1,220 46,567 
Stifel Financial Corp. (a) 630 18,245 
T. Rowe Price Group, Inc. 305 21,079 
Waddell & Reed Financial, Inc. Class A 280 6,558 
WisdomTree Investments, Inc. 5,323 63,078 
  839,060 
Consumer Finance - 0.6%   
Ally Financial, Inc. (a) 1,676 29,464 
Discover Financial Services 1,365 63,363 
Encore Capital Group, Inc. (a) 1,035 24,064 
SLM Corp. (a) 10,041 58,639 
  175,530 
Diversified Financial Services - 1.3%   
IntercontinentalExchange, Inc. 175 41,731 
Leucadia National Corp. 6,590 95,226 
MarketAxess Holdings, Inc. 443 52,478 
Voya Financial, Inc. 7,500 220,200 
  409,635 
Insurance - 3.0%   
Allied World Assurance Co. Holdings AG 4,425 143,326 
American Equity Investment Life Holding Co. 935 12,716 
American Financial Group, Inc. 407 27,302 
AmTrust Financial Services, Inc. 1,434 35,061 
Aon PLC 78 7,433 
Assurant, Inc. 627 44,580 
Cincinnati Financial Corp. 455 28,729 
Endurance Specialty Holdings Ltd. 1,220 75,969 
FNF Group 5,534 182,511 
FNFV Group (a) 2,160 21,967 
Primerica, Inc. 1,299 54,805 
Reinsurance Group of America, Inc. 354 31,895 
RLI Corp. 92 5,775 
Torchmark Corp. 425 21,769 
Unum Group 500 14,265 
Validus Holdings Ltd. 635 28,518 
White Mountains Insurance Group Ltd. 190 145,703 
Willis Group Holdings PLC 296 33,543 
  915,867 
Real Estate Investment Trusts - 3.9%   
Alexandria Real Estate Equities, Inc. 1,770 140,113 
Altisource Residential Corp. Class B 505 4,737 
Ashford Hospitality Trust, Inc. 1,658 9,169 
Chambers Street Properties 1,846 13,937 
Chesapeake Lodging Trust 547 13,899 
Communications Sales & Leasing, Inc. 550 10,368 
Corporate Office Properties Trust (SBI) 1,202 28,127 
Corrections Corp. of America 668 19,325 
CubeSmart 1,280 38,272 
Duke Realty LP 1,091 22,562 
DuPont Fabros Technology, Inc. 1,670 59,536 
EPR Properties 1,050 65,342 
Essex Property Trust, Inc. 65 13,603 
Extra Space Storage, Inc. 650 53,398 
Hersha Hospitality Trust 1,843 37,100 
Kite Realty Group Trust 928 24,982 
Liberty Property Trust (SBI) 2,610 75,377 
Medical Properties Trust, Inc. 3,046 35,242 
Mid-America Apartment Communities, Inc. 536 48,208 
National Retail Properties, Inc. 530 23,309 
National Storage Affiliates Trust 1,703 30,807 
Physicians Realty Trust 4,575 78,599 
Prologis, Inc. 280 10,769 
Ryman Hospitality Properties, Inc. 1,925 92,150 
SL Green Realty Corp. 1,165 102,730 
Sovran Self Storage, Inc. 205 21,820 
Stag Industrial, Inc. 1,173 20,598 
Sunstone Hotel Investors, Inc. 6,094 78,613 
Weyerhaeuser Co. 780 20,264 
  1,192,956 
Real Estate Management & Development - 1.2%   
Alexander & Baldwin, Inc. 3,982 133,477 
CBRE Group, Inc. (a) 4,410 112,058 
Jones Lang LaSalle, Inc. 241 24,599 
Kennedy-Wilson Holdings, Inc. 4,675 88,919 
  359,053 
Thrifts & Mortgage Finance - 0.4%   
Farmer Mac Class C (non-vtg.) 212 6,879 
Lendingtree, Inc. (a) 550 48,604 
Washington Federal, Inc. 2,660 56,365 
  111,848 
TOTAL FINANCIALS  5,261,818 
HEALTH CARE - 12.4%   
Biotechnology - 1.5%   
ACADIA Pharmaceuticals, Inc. (a) 371 6,403 
Alnylam Pharmaceuticals, Inc. (a) 265 15,521 
Anacor Pharmaceuticals, Inc. (a) 213 13,585 
Atara Biotherapeutics, Inc. (a) 734 12,067 
bluebird bio, Inc. (a) 597 27,593 
Cepheid, Inc. (a) 447 13,267 
DBV Technologies SA sponsored ADR (a) 583 14,662 
Dyax Corp. rights 12/31/19 (a) 741 1,727 
Enanta Pharmaceuticals, Inc. (a) 288 8,176 
Exelixis, Inc. (a) 2,534 9,224 
Halozyme Therapeutics, Inc. (a) 840 6,829 
Juno Therapeutics, Inc. (a) 396 13,927 
Ligand Pharmaceuticals, Inc. Class B (a) 1,230 113,504 
Momenta Pharmaceuticals, Inc. (a) 1,396 11,733 
Myriad Genetics, Inc. (a) 2,019 70,665 
Neurocrine Biosciences, Inc. (a) 842 30,969 
OvaScience, Inc. (a) 3,249 18,032 
Puma Biotechnology, Inc. (a) 175 7,837 
Repligen Corp. (a) 583 15,001 
Seattle Genetics, Inc. (a) 488 14,733 
United Therapeutics Corp. (a) 335 40,850 
  466,305 
Health Care Equipment & Supplies - 4.2%   
Abiomed, Inc. (a) 558 44,646 
Accuray, Inc. (a) 2,250 11,363 
Alere, Inc. (a) 928 49,462 
Align Technology, Inc. (a) 1,217 80,359 
Analogic Corp. 843 63,208 
Anika Therapeutics, Inc. (a) 707 31,907 
Cantel Medical Corp. 307 19,534 
Cryolife, Inc. 1,105 11,835 
Dentsply Sirona, Inc. 1,280 78,029 
DexCom, Inc. (a) 1,381 89,848 
Endologix, Inc. (a) 3,874 33,394 
Glaukos Corp. 653 10,748 
Globus Medical, Inc. (a) 4,960 120,528 
Greatbatch, Inc. (a) 391 14,780 
Hill-Rom Holdings, Inc. 481 22,294 
Hologic, Inc. (a) 2,679 92,774 
Insulet Corp. (a) 427 13,083 
LDR Holding Corp. (a) 2,016 41,832 
Novadaq Technologies, Inc. (a) 534 5,132 
Novadaq Technologies, Inc. (a) 1,000 9,610 
NuVasive, Inc. (a) 450 18,810 
NxStage Medical, Inc. (a) 1,052 15,675 
Quidel Corp. (a) 909 14,244 
Sirona Dental Systems, Inc. (a) 248 27,427 
St. Jude Medical, Inc. 375 20,134 
Steris PLC 1,556 100,082 
The Cooper Companies, Inc. 441 63,045 
The Spectranetics Corp. (a) 2,322 32,926 
West Pharmaceutical Services, Inc. 1,745 108,225 
Zimmer Biomet Holdings, Inc. 280 27,107 
  1,272,041 
Health Care Providers & Services - 3.3%   
Air Methods Corp. (a) 657 23,869 
Amedisys, Inc. (a) 515 18,921 
AMN Healthcare Services, Inc. (a) 1,133 32,211 
AmSurg Corp. (a) 1,586 107,927 
Brookdale Senior Living, Inc. (a) 8,559 122,993 
Capital Senior Living Corp. (a) 2,821 48,183 
Centene Corp. (a) 1,545 88,003 
Chemed Corp. 280 35,980 
Community Health Systems, Inc. (a) 532 8,044 
Envision Healthcare Holdings, Inc. (a) 606 13,326 
ExamWorks Group, Inc. (a) 1,293 37,626 
Five Star Quality Care, Inc. (a) 8,331 19,744 
HealthEquity, Inc. (a) 678 14,116 
HealthSouth Corp. 2,918 102,801 
Henry Schein, Inc. (a) 225 37,226 
LifePoint Hospitals, Inc. (a) 371 23,136 
MEDNAX, Inc. (a) 503 33,721 
Premier, Inc. (a) 3,573 116,194 
Select Medical Holdings Corp. 1,544 15,116 
Universal Health Services, Inc. Class B 380 41,941 
VCA, Inc. (a) 1,001 51,081 
  992,159 
Health Care Technology - 0.4%   
Allscripts Healthcare Solutions, Inc. (a) 1,860 23,287 
athenahealth, Inc. (a) 146 18,844 
Cerner Corp. (a) 255 13,020 
HMS Holdings Corp. (a) 1,958 25,787 
Medidata Solutions, Inc. (a) 415 14,318 
Omnicell, Inc. (a) 633 17,325 
  112,581 
Life Sciences Tools & Services - 1.5%   
Affymetrix, Inc. (a) 1,494 20,976 
Bio-Rad Laboratories, Inc. Class A (a) 270 36,353 
Bio-Techne Corp. 240 20,602 
Cambrex Corp. (a) 505 19,478 
Charles River Laboratories International, Inc. (a) 1,900 139,517 
Fluidigm Corp. (a) 680 4,508 
ICON PLC (a) 570 40,561 
Luminex Corp. (a) 100 1,868 
PAREXEL International Corp. (a) 951 55,814 
PerkinElmer, Inc. 1,218 57,563 
Sequenom, Inc. (a) 9,226 13,562 
VWR Corp. (a) 896 21,862 
Waters Corp. (a) 216 25,987 
  458,651 
Pharmaceuticals - 1.5%   
Akorn, Inc. (a) 1,792 47,649 
Catalent, Inc. (a) 791 19,198 
DepoMed, Inc. (a) 1,482 22,645 
Flamel Technologies SA sponsored ADR (a) 2,423 21,153 
GW Pharmaceuticals PLC ADR (a) 1,694 69,623 
Horizon Pharma PLC (a) 4,763 81,733 
Impax Laboratories, Inc. (a) 353 11,540 
Jazz Pharmaceuticals PLC (a) 680 82,674 
Nektar Therapeutics (a) 1,671 18,665 
Perrigo Co. PLC 118 14,898 
Prestige Brands Holdings, Inc. (a) 407 19,902 
Relypsa, Inc. (a) 406 5,384 
Revance Therapeutics, Inc. (a) 719 12,716 
Supernus Pharmaceuticals, Inc. (a) 1,374 17,230 
TherapeuticsMD, Inc. (a) 4,525 27,648 
  472,658 
TOTAL HEALTH CARE  3,774,395 
INDUSTRIALS - 13.8%   
Aerospace & Defense - 1.6%   
AeroVironment, Inc. (a) 530 13,186 
BE Aerospace, Inc. 747 32,584 
Curtiss-Wright Corp. 205 14,471 
HEICO Corp. Class A 3,093 135,164 
Hexcel Corp. 2,350 97,126 
Huntington Ingalls Industries, Inc. 220 28,833 
KEYW Holding Corp. (a) 2,525 15,731 
Spirit AeroSystems Holdings, Inc. Class A (a) 735 33,810 
Teledyne Technologies, Inc. (a) 397 33,816 
Textron, Inc. 540 18,441 
TransDigm Group, Inc. (a) 218 46,560 
Triumph Group, Inc. 407 12,397 
  482,119 
Air Freight & Logistics - 0.2%   
Forward Air Corp. 1,695 69,020 
Airlines - 0.4%   
Air Canada (a) 6,761 36,079 
Allegiant Travel Co. 145 23,763 
Hawaiian Holdings, Inc. (a) 170 7,313 
JetBlue Airways Corp. (a) 1,855 40,810 
Southwest Airlines Co. 205 8,600 
  116,565 
Building Products - 1.2%   
A.O. Smith Corp. 1,004 70,662 
Armstrong World Industries, Inc. (a) 1,045 42,354 
Fortune Brands Home & Security, Inc. 1,240 62,273 
Masonite International Corp. (a) 1,342 77,178 
Owens Corning 2,110 90,561 
Universal Forest Products, Inc. 265 20,331 
  363,359 
Commercial Services & Supplies - 1.9%   
Casella Waste Systems, Inc. Class A (a) 12,661 75,080 
Clean Harbors, Inc. (a) 2,392 101,899 
Covanta Holding Corp. 1,350 18,806 
Herman Miller, Inc. 555 14,480 
Interface, Inc. 3,591 57,097 
Knoll, Inc. 2,080 39,728 
Pitney Bowes, Inc. 1,122 20,331 
Ritchie Brothers Auctioneers, Inc. 3,886 92,914 
Steelcase, Inc. Class A 3,464 43,265 
The Brink's Co. 3,305 96,671 
  560,271 
Construction & Engineering - 0.5%   
KBR, Inc. 9,110 125,991 
Quanta Services, Inc. (a) 1,203 24,409 
  150,400 
Electrical Equipment - 1.1%   
Acuity Brands, Inc. 290 60,735 
Encore Wire Corp. 1,775 64,149 
Generac Holdings, Inc. (a) 733 25,464 
Hubbell, Inc. Class B 802 79,687 
Regal Beloit Corp. 813 44,374 
Rockwell Automation, Inc. 150 15,614 
Sensata Technologies Holding BV (a) 1,246 42,501 
  332,524 
Industrial Conglomerates - 0.1%   
Carlisle Companies, Inc. 371 33,449 
Machinery - 3.4%   
Allison Transmission Holdings, Inc. 9,952 235,663 
CLARCOR, Inc. 493 23,733 
Donaldson Co., Inc. 1,007 28,438 
Harsco Corp. 1,290 4,889 
IDEX Corp. 397 29,839 
ITT Corp. 4,513 159,128 
Kennametal, Inc. 1,290 25,968 
Lincoln Electric Holdings, Inc. 570 31,105 
Manitowoc Co., Inc. 2,576 40,830 
Meritor, Inc. (a) 1,150 8,545 
Middleby Corp. (a) 737 68,246 
Nordson Corp. 246 17,631 
Proto Labs, Inc. (a) 347 22,579 
Stanley Black & Decker, Inc. 540 50,765 
Tennant Co. 849 39,512 
Terex Corp. 565 12,645 
Twin Disc, Inc. 530 4,606 
Valmont Industries, Inc. 105 11,870 
WABCO Holdings, Inc. (a) 259 24,424 
Wabtec Corp. 1,497 105,688 
Woodward, Inc. 1,459 68,500 
Xylem, Inc. 678 25,364 
  1,039,968 
Marine - 0.2%   
Danaos Corp. (a) 850 3,766 
Kirby Corp. (a) 1,132 64,083 
  67,849 
Professional Services - 1.1%   
Advisory Board Co. (a) 465 13,713 
CEB, Inc. 1,368 74,241 
Equifax, Inc. 100 10,488 
Huron Consulting Group, Inc. (a) 627 34,811 
Korn/Ferry International 2,821 80,173 
On Assignment, Inc. (a) 804 26,540 
TransUnion Holding Co., Inc. 1,760 46,411 
TriNet Group, Inc. (a) 1,418 18,562 
TrueBlue, Inc. (a) 1,370 31,442 
  336,381 
Road & Rail - 1.1%   
Avis Budget Group, Inc. (a) 550 14,102 
Heartland Express, Inc. 3,209 59,046 
Kansas City Southern 200 16,342 
Knight Transportation, Inc. 3,792 91,880 
Old Dominion Freight Lines, Inc. (a) 917 59,202 
Roadrunner Transportation Systems, Inc. (a) 1,773 20,673 
Ryder System, Inc. 300 17,016 
Saia, Inc. (a) 779 20,449 
Swift Transporation Co. (a) 1,056 17,994 
  316,704 
Trading Companies & Distributors - 1.0%   
AerCap Holdings NV (a) 2,955 105,582 
HD Supply Holdings, Inc. (a) 2,676 74,366 
MSC Industrial Direct Co., Inc. Class A 1,243 86,488 
Watsco, Inc. 231 29,464 
WESCO International, Inc. (a) 416 18,325 
  314,225 
TOTAL INDUSTRIALS  4,182,834 
INFORMATION TECHNOLOGY - 21.1%   
Communications Equipment - 1.3%   
Applied Optoelectronics, Inc. (a) 1,821 32,760 
Arris International PLC (a) 2,125 50,766 
Brocade Communications Systems, Inc. 3,280 32,570 
Ciena Corp. (a) 5,066 103,853 
Finisar Corp. (a) 740 10,789 
Infinera Corp. (a) 2,751 43,163 
Lumentum Holdings, Inc. (a) 1,270 30,518 
NetScout Systems, Inc. (a) 790 16,329 
ShoreTel, Inc. (a) 1,707 12,615 
Sonus Networks, Inc. (a) 1,450 11,296 
Viavi Solutions, Inc. (a) 7,260 47,408 
  392,067 
Electronic Equipment & Components - 4.2%   
Belden, Inc. 528 28,919 
CDW Corp. 3,562 140,984 
Cognex Corp. 1,325 49,038 
Coherent, Inc. (a) 410 34,686 
Dolby Laboratories, Inc. Class A 320 12,640 
FEI Co. 752 61,092 
FLIR Systems, Inc. 2,739 84,799 
II-VI, Inc. (a) 980 21,511 
Ingram Micro, Inc. Class A 1,423 50,943 
IPG Photonics Corp. (a) 828 68,277 
Itron, Inc. (a) 540 21,514 
Keysight Technologies, Inc. (a) 1,377 35,926 
Littelfuse, Inc. 220 24,996 
Maxwell Technologies, Inc. (a) 1,490 8,538 
Mercury Systems, Inc. (a) 1,400 22,876 
Methode Electronics, Inc. Class A 2,413 68,939 
Orbotech Ltd. (a) 2,290 51,869 
OSI Systems, Inc. (a) 416 25,114 
Rogers Corp. (a) 365 19,498 
ScanSource, Inc. (a) 1,414 52,869 
SYNNEX Corp. 721 67,796 
Tech Data Corp. (a) 1,255 88,365 
Trimble Navigation Ltd. (a) 4,101 95,389 
Universal Display Corp. (a) 1,301 62,162 
VeriFone Systems, Inc. (a) 430 10,273 
Zebra Technologies Corp. Class A (a) 958 59,185 
  1,268,198 
Internet Software & Services - 3.0%   
Akamai Technologies, Inc. (a) 495 26,715 
Alphabet, Inc. Class C 119 83,035 
Apigee Corp. 901 5,271 
Autobytel, Inc. (a) 527 10,118 
Baidu.com, Inc. sponsored ADR (a) 28 4,856 
Bankrate, Inc. (a) 1,190 9,115 
Care.com, Inc. (a) 3,503 21,228 
ChannelAdvisor Corp. (a) 2,608 27,723 
Cimpress NV (a) 427 37,653 
comScore, Inc. (a) 149 6,131 
CoStar Group, Inc. (a) 314 55,597 
Demandware, Inc. (a) 841 29,174 
Facebook, Inc. Class A (a) 155 16,573 
Five9, Inc. (a) 489 3,936 
GoDaddy, Inc. (a) 2,254 70,663 
j2 Global, Inc. 273 19,951 
LogMeIn, Inc. (a) 2,230 113,507 
Marketo, Inc. (a) 2,455 41,416 
Match Group, Inc. (a) 2,683 29,218 
Monster Worldwide, Inc. (a) 2,743 8,174 
New Relic, Inc. (a) 645 17,170 
Pandora Media, Inc. (a) 1,050 10,731 
Rackspace Hosting, Inc. (a) 1,407 30,293 
SciQuest, Inc. (a) 3,583 43,533 
Shutterstock, Inc. (a) 723 25,233 
SPS Commerce, Inc. (a) 480 21,466 
Stamps.com, Inc. (a) 741 87,831 
Twitter, Inc. (a) 683 12,376 
Web.com Group, Inc. (a) 559 10,146 
Wix.com Ltd. (a) 556 10,692 
XO Group, Inc. (a) 1,283 18,321 
  907,846 
IT Services - 3.6%   
Acxiom Corp. (a) 1,630 33,806 
Alliance Data Systems Corp. (a) 104 21,854 
Amdocs Ltd. 500 28,380 
Black Knight Financial Services, Inc. Class A 2,291 67,149 
Booz Allen Hamilton Holding Corp. Class A 936 25,834 
Cognizant Technology Solutions Corp. Class A (a) 203 11,567 
Convergys Corp. 410 10,570 
CoreLogic, Inc. (a) 4,855 167,934 
DST Systems, Inc. 200 20,916 
EPAM Systems, Inc. (a) 526 35,968 
Euronet Worldwide, Inc. (a) 3,346 219,297 
ExlService Holdings, Inc. (a) 436 20,531 
Fidelity National Information Services, Inc. 450 26,213 
Gartner, Inc. Class A (a) 694 57,186 
Genpact Ltd. (a) 3,030 80,083 
Global Payments, Inc. 1,490 90,816 
Lionbridge Technologies, Inc. (a) 5,403 23,827 
MoneyGram International, Inc. (a) 1,340 7,209 
Neustar, Inc. Class A (a) 970 24,124 
Total System Services, Inc. 905 39,440 
Vantiv, Inc. (a) 890 46,316 
Virtusa Corp. (a) 681 24,107 
  1,083,127 
Semiconductors & Semiconductor Equipment - 3.3%   
Atmel Corp. 2,914 23,545 
Cavium, Inc. (a) 1,806 107,439 
Ceva, Inc. (a) 450 8,825 
Cypress Semiconductor Corp. 1,375 10,973 
First Solar, Inc. (a) 400 28,748 
FormFactor, Inc. (a) 1,600 12,160 
Inphi Corp. (a) 558 14,117 
Integrated Device Technology, Inc. (a) 1,975 38,355 
Lam Research Corp. 1,005 73,667 
M/A-COM Technology Solutions Holdings, Inc. (a) 963 36,498 
Maxim Integrated Products, Inc. 918 31,083 
Mellanox Technologies Ltd. (a) 3,338 169,604 
Microsemi Corp. (a) 782 27,081 
MKS Instruments, Inc. 620 20,398 
Monolithic Power Systems, Inc. 1,780 105,127 
Power Integrations, Inc. 442 20,257 
Rambus, Inc. (a) 2,600 33,878 
Rudolph Technologies, Inc. (a) 500 6,480 
Silicon Laboratories, Inc. (a) 442 18,233 
Skyworks Solutions, Inc. 925 61,466 
Teradyne, Inc. 1,290 24,613 
Ultratech, Inc. (a) 1,490 30,217 
United Microelectronics Corp. sponsored ADR 21,787 45,099 
Veeco Instruments, Inc. (a) 3,051 56,596 
  1,004,459 
Software - 5.3%   
Adobe Systems, Inc. (a) 118 10,048 
ANSYS, Inc. (a) 80 6,642 
Aspen Technology, Inc. (a) 1,438 47,411 
Autodesk, Inc. (a) 535 27,681 
Barracuda Networks, Inc. (a) 1,948 25,051 
Bottomline Technologies, Inc. (a) 978 27,589 
BroadSoft, Inc. (a) 660 24,347 
CA Technologies, Inc. 455 13,327 
Cadence Design Systems, Inc. (a) 5,212 112,319 
Callidus Software, Inc. (a) 5,161 70,861 
Check Point Software Technologies Ltd. (a) 127 10,550 
CommVault Systems, Inc. (a) 1,775 66,509 
Covisint Corp. (a) 6,889 13,434 
Descartes Systems Group, Inc. (a) 936 15,987 
Descartes Systems Group, Inc. (a) 146 2,500 
Electronic Arts, Inc. (a) 663 42,591 
EPIQ Systems, Inc. 408 5,581 
Fair Isaac Corp. 256 25,477 
Fleetmatics Group PLC (a) 1,979 71,462 
Gigamon, Inc. (a) 250 6,843 
Guidance Software, Inc. (a) 799 4,275 
Guidewire Software, Inc. (a) 484 23,827 
HubSpot, Inc. (a) 252 10,498 
Interactive Intelligence Group, Inc. (a) 778 23,286 
Manhattan Associates, Inc. (a) 930 51,392 
Mentor Graphics Corp. 1,912 36,519 
MicroStrategy, Inc. Class A (a) 156 25,099 
Model N, Inc. (a) 2,124 21,920 
Nuance Communications, Inc. (a) 4,495 87,697 
Paycom Software, Inc. (a) 1,440 45,907 
Progress Software Corp. (a) 325 8,197 
Proofpoint, Inc. (a) 400 18,736 
PROS Holdings, Inc. (a) 328 3,605 
QAD, Inc. Class A 283 5,538 
Qlik Technologies, Inc. (a) 774 17,972 
Qualys, Inc. (a) 2,319 57,905 
RealPage, Inc. (a) 745 14,937 
RingCentral, Inc. (a) 1,802 33,337 
Rovi Corp. (a) 1,630 37,131 
SeaChange International, Inc. (a) 1,680 9,694 
Silver Spring Networks, Inc. (a) 1,300 16,250 
Solera Holdings, Inc. 1,314 73,190 
SS&C Technologies Holdings, Inc. 627 36,548 
Synchronoss Technologies, Inc. (a) 982 27,506 
Synopsys, Inc. (a) 532 23,807 
Take-Two Interactive Software, Inc. (a) 1,552 55,856 
Tangoe, Inc. (a) 1,014 8,203 
Ultimate Software Group, Inc. (a) 600 103,056 
Verint Systems, Inc. (a) 1,839 65,340 
Xura, Inc. (a) 1,275 25,028 
Zendesk, Inc. (a) 750 13,725 
  1,612,191 
Technology Hardware, Storage & Peripherals - 0.4%   
Cray, Inc. (a) 571 24,216 
Electronics for Imaging, Inc. (a) 1,147 45,433 
NCR Corp. (a) 112 2,616 
Quantum Corp. (a) 4,550 2,321 
Stratasys Ltd. (a) 1,312 24,731 
Super Micro Computer, Inc. (a) 463 15,034 
  114,351 
TOTAL INFORMATION TECHNOLOGY  6,382,239 
MATERIALS - 4.9%   
Chemicals - 2.2%   
Albemarle Corp. U.S. 2,595 145,891 
Ashland, Inc. 271 25,824 
Axalta Coating Systems (a) 1,260 32,710 
Celanese Corp. Class A 1,430 86,286 
Chemtura Corp. (a) 1,229 31,008 
FMC Corp. 488 18,368 
H.B. Fuller Co. 2,917 112,275 
Methanex Corp. 2,934 92,812 
PolyOne Corp. 717 19,294 
The Mosaic Co. 2,414 64,333 
The Scotts Miracle-Gro Co. Class A 465 32,094 
  660,895 
Construction Materials - 0.6%   
Eagle Materials, Inc. 2,090 126,278 
Headwaters, Inc. (a) 1,810 31,892 
Martin Marietta Materials, Inc. 178 25,386 
  183,556 
Containers & Packaging - 1.4%   
Avery Dennison Corp. 510 33,211 
Berry Plastics Group, Inc. (a) 5,461 170,001 
Crown Holdings, Inc. (a) 670 31,390 
Graphic Packaging Holding Co. 6,180 76,199 
WestRock Co. 3,176 107,254 
  418,055 
Metals & Mining - 0.7%   
Cliffs Natural Resources, Inc. (a) 1,950 4,212 
New Gold, Inc. (a) 19,104 64,668 
Newmont Mining Corp. 23 594 
Nucor Corp. 2,125 83,598 
Yamana Gold, Inc. 20,465 57,931 
  211,003 
Paper & Forest Products - 0.0%   
Mercer International, Inc. (SBI) 1,450 13,195 
TOTAL MATERIALS  1,486,704 
TELECOMMUNICATION SERVICES - 1.4%   
Diversified Telecommunication Services - 1.4%   
8x8, Inc. (a) 6,583 76,560 
inContact, Inc. (a) 13,373 123,968 
Level 3 Communications, Inc. (a) 3,245 157,545 
SBA Communications Corp. Class A (a) 383 36,343 
Vonage Holdings Corp. (a) 3,210 17,238 
  411,654 
Wireless Telecommunication Services - 0.0%   
Telephone & Data Systems, Inc. 300 8,016 
U.S. Cellular Corp. (a) 210 8,694 
  16,710 
TOTAL TELECOMMUNICATION SERVICES  428,364 
UTILITIES - 1.4%   
Electric Utilities - 0.3%   
Allete, Inc. 320 16,966 
Great Plains Energy, Inc. 1,253 36,763 
ITC Holdings Corp. 351 14,261 
Westar Energy, Inc. 568 24,685 
  92,675 
Independent Power and Renewable Electricity Producers - 0.2%   
Atlantic Power Corp. 3,650 6,259 
Calpine Corp. (a) 1,057 13,276 
Dynegy, Inc. (a) 1,050 10,584 
NRG Energy, Inc. 1,443 15,556 
Ormat Technologies, Inc. 440 16,790 
  62,465 
Multi-Utilities - 0.9%   
Ameren Corp. 2,125 99,769 
Avangrid, Inc. 484 18,774 
Black Hills Corp. 1,205 67,492 
DTE Energy Co. 1,145 96,317 
  282,352 
TOTAL UTILITIES  437,492 
TOTAL COMMON STOCKS   
(Cost $27,203,046)  27,862,485 
Equity Funds - 1.0%   
Sector Funds - 1.0%   
PowerShares S&P SmallCap Financials Portfolio ETF   
(Cost $274,502) 7,690 292,430 
 Principal Amount  
U.S. Treasury Obligations - 0.2%   
U.S. Treasury Bills, yield at date of purchase 0.31% 4/28/16 (b)   
(Cost $79,960) $80,000 79,965 
 Shares  
Money Market Funds - 6.8%   
SSgA U.S. Treasury Money Market Fund Class N, 0.05% (c)   
(Cost $2,048,348) 2,048,348 2,048,348 
TOTAL INVESTMENT PORTFOLIO - 100.0%   
(Cost $29,605,856)  30,283,228 
NET OTHER ASSETS (LIABILITIES) - 0.0%  (1,280) 
NET ASSETS - 100%  $30,281,948 

Futures Contracts    
 Expiration Date Underlying Face Amount at Value Unrealized Appreciation/(Depreciation) 
Purchased    
Equity Index Contracts    
5 CME E-mini S&P MidCap 400 Index Contracts (United States) March 2016 $666,350 $(14,684) 
6 ICE Russell 2000 Index Contracts (United States) March 2016 619,020 (51,743) 
TOTAL FUTURES CONTRACTS   $(66,427) 

The face value of futures purchased as a percentage of Net Assets is 4.2%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Non-income producing

 (b) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $79,965.

 (c) The rate quoted is the annualized seven-day yield of the fund at period end.


Investment Valuation

The following is a summary of the inputs used, as of February 29, 2016, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $4,656,464 $4,656,464 $-- $-- 
Consumer Staples 564,643 564,643 -- -- 
Energy 687,532 687,532 -- -- 
Financials 5,261,818 5,261,818 -- -- 
Health Care 3,774,395 3,772,668 -- 1,727 
Industrials 4,182,834 4,182,834 -- -- 
Information Technology 6,382,239 6,382,239 -- -- 
Materials 1,486,704 1,486,704 -- -- 
Telecommunication Services 428,364 428,364 -- -- 
Utilities 437,492 437,492 -- -- 
Equity Funds 292,430 292,430 -- -- 
Other Short-Term Investments 79,965 -- 79,965 -- 
Money Market Funds 2,048,348 2,048,348 -- -- 
Total Investments in Securities: $30,283,228 $30,201,536 $79,965 $1,727 
Derivative Instruments:     
Liabilities     
Futures Contracts $(66,427) $(66,427) $-- $-- 
Total Liabilities $(66,427) $(66,427) $-- $-- 
Total Derivative Instruments: $(66,427) $(66,427) $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of February 29, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $0 $(66,427) 
Total Equity Risk (66,427) 
Total Value of Derivatives $0 $(66,427) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $29,605,856) 
 $30,283,228 
Receivable for investments sold  271,786 
Receivable for fund shares sold  4,354 
Dividends receivable  20,094 
Interest receivable  167 
Prepaid expenses  17 
Receivable from investment adviser for expense reductions  5,711 
Other receivables  310 
Total assets  30,585,667 
Liabilities   
Payable for investments purchased $225,541  
Accrued management fee 19,103  
Distribution and service plan fees payable 19  
Payable for daily variation margin for derivative instruments 4,830  
Audit fee payable 38,763  
Other affiliated payables 3,289  
Other payables and accrued expenses 12,174  
Total liabilities  303,719 
Net Assets  $30,281,948 
Net Assets consist of:   
Paid in capital  $30,001,471 
Accumulated net investment loss  (6,235) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (324,233) 
Net unrealized appreciation (depreciation) on investments  610,945 
Net Assets  $30,281,948 
Small-Mid Cap Multi-Manager:   
Net Asset Value, offering price and redemption price per share ($28,620,933 ÷ 3,143,776 shares)  $9.10 
Class F:   
Net Asset Value, offering price and redemption price per share ($1,467,518 ÷ 160,672 shares)  $9.13 
Class L:   
Net Asset Value, offering price and redemption price per share ($97,023 ÷ 10,668 shares)  $9.09 
Class N:   
Net Asset Value, offering price and redemption price per share ($96,474 ÷ 10,636 shares)  $9.07 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $330,226 
Interest  334 
Total income  330,560 
Expenses   
Management fee $264,056  
Transfer agent fees 31,355  
Distribution and service plan fees 271  
Accounting fees and expenses 13,071  
Custodian fees and expenses 57,853  
Independent trustees' compensation 373  
Registration fees 40,810  
Audit 62,921  
Legal 1,001  
Miscellaneous 403  
Total expenses before reductions 472,114  
Expense reductions (83,686) 388,428 
Net investment income (loss)  (57,868) 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 1,466,065  
Foreign currency transactions 2,925  
Futures contracts (30,053)  
Total net realized gain (loss)  1,438,937 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(6,242,817)  
Assets and liabilities in foreign currencies  
Futures contracts (124,785)  
Total change in net unrealized appreciation (depreciation)  (6,367,599) 
Net gain (loss)  (4,928,662) 
Net increase (decrease) in net assets resulting from operations  $(4,986,530) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $(57,868) $(117,041) 
Net realized gain (loss) 1,438,937 6,710,123 
Change in net unrealized appreciation (depreciation) (6,367,599) (4,244,918) 
Net increase (decrease) in net assets resulting from operations (4,986,530) 2,348,164 
Distributions to shareholders from net realized gain (2,307,894) (7,543,706) 
Share transactions - net increase (decrease) 3,132,287 (18,356,959) 
Redemption fees 218 418 
Total increase (decrease) in net assets (4,161,919) (23,552,083) 
Net Assets   
Beginning of period 34,443,867 57,995,950 
End of period (including accumulated net investment loss of $6,235 and accumulated net investment loss of $200, respectively) $30,281,948 $34,443,867 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund

Years ended February 28, 2016 A 2015 2014 2013 2012 B 
Selected Per–Share Data      
Net asset value, beginning of period $11.40 $13.46 $12.25 $11.24 $10.00 
Income from Investment Operations      
Net investment income (loss)C (.02) (.04) (.03) .04 D 
Net realized and unrealized gain (loss) (1.54) .70 3.24 1.30 1.25 
Total from investment operations (1.56) .66 3.21 1.34 1.25 
Distributions from net investment income – – – (.04)E – 
Distributions from net realized gain (.74) (2.72) (2.00) (.30)E (.01)E 
Total distributions (.74) (2.72) (2.00) (.33)F (.01) 
Redemption fees added to paid in capitalC D D D D – 
Net asset value, end of period $9.10 $11.40 $13.46 $12.25 $11.24 
Total ReturnG,H (14.27)% 5.88% 27.21% 12.26% 12.46% 
Ratios to Average Net AssetsI      
Expenses before reductions 1.41% 1.34% 1.25% 1.16% 1.58%J 
Expenses net of fee waivers, if any 1.16% 1.16% 1.16% 1.16% 1.16%J 
Expenses net of all reductions 1.16% 1.16% 1.16% 1.16% 1.16%J 
Net investment income (loss) (.18)% (.29)% (.19)% .35% (.19)%J 
Supplemental Data      
Net assets, end of period (000 omitted) $28,621 $32,904 $57,019 $44,361 $39,375 
Portfolio turnover rateK 89% 85% 117% 66% 11%L 

 A For the year ended February 29.

 B For the period December 20, 2011 (commencement of operations) to February 29, 2012.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.005 per share.

 E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 F Total distributions of $.33 per share is comprised of distributions from net investment income of $.036 and distributions from net realized gain of $.296 per share.

 G Total returns for periods of less than one year are not annualized.

 H Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 J Annualized

 K Amount does not include the portfolio activity of any Underlying Funds.

 L Amount not annualized.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund Class F

Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $11.42 $13.47 $12.25 $11.49 
Income from Investment Operations     
Net investment income (loss)C (.01) (.02) (.01) .01 
Net realized and unrealized gain (loss) (1.54) .69 3.24 .91 
Total from investment operations (1.55) .67 3.23 .92 
Distributions from net investment income – – – (.04)D 
Distributions from net realized gain (.74) (2.72) (2.01) (.12)D 
Total distributions (.74) (2.72) (2.01) (.16) 
Redemption fees added to paid in capitalC,E – – – – 
Net asset value, end of period $9.13 $11.42 $13.47 $12.25 
Total ReturnF,G (14.16)% 5.95% 27.40% 8.11% 
Ratios to Average Net AssetsH     
Expenses before reductions 1.31% 1.29% 1.24% 1.11%I 
Expenses net of fee waivers, if any 1.06% 1.06% 1.06% 1.06%I 
Expenses net of all reductions 1.06% 1.06% 1.05% 1.06%I 
Net investment income (loss) (.08)% (.19)% (.09)% .38%I 
Supplemental Data     
Net assets, end of period (000 omitted) $1,468 $1,314 $763 $186 
Portfolio turnover rateJ 89% 85% 117% 66% 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 E Amount represents less than $.005 per share.

 F Total returns for periods of less than one year are not annualized.

 G Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 I Annualized

 J Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund Class L

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $11.39 $13.45 $14.28 
Income from Investment Operations    
Net investment income (loss)C (.02) (.04) (.01) 
Net realized and unrealized gain (loss) (1.54) .70 .93 
Total from investment operations (1.56) .66 .92 
Distributions from net realized gain (.74) (2.72) (1.75) 
Total distributions (.74) (2.72) (1.75) 
Redemption fees added to paid in capitalC,D – – – 
Net asset value, end of period $9.09 $11.39 $13.45 
Total ReturnE,F (14.29)% 5.89% 6.84% 
Ratios to Average Net AssetsG    
Expenses before reductions 1.40% 1.37% 1.54%H 
Expenses net of fee waivers, if any 1.16% 1.16% 1.16%H 
Expenses net of all reductions 1.16% 1.16% 1.16%H 
Net investment income (loss) (.18)% (.29)% (.17)%H 
Supplemental Data    
Net assets, end of period (000 omitted) $97 $113 $107 
Portfolio turnover rateI 89% 85% 117% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Small-Mid Cap Multi-Manager Fund Class N

Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $11.38 $13.44 $14.28 
Income from Investment Operations    
Net investment income (loss)C (.05) (.07) (.02) 
Net realized and unrealized gain (loss) (1.52) .70 .92 
Total from investment operations (1.57) .63 .90 
Distributions from net realized gain (.74) (2.69) (1.74) 
Total distributions (.74) (2.69) (1.74) 
Redemption fees added to paid in capitalC,D – – – 
Net asset value, end of period $9.07 $11.38 $13.44 
Total ReturnE,F (14.42)% 5.62% 6.73% 
Ratios to Average Net AssetsG    
Expenses before reductions 1.65% 1.62% 1.81%H 
Expenses net of fee waivers, if any 1.41% 1.41% 1.41%H 
Expenses net of all reductions 1.41% 1.41% 1.41%H 
Net investment income (loss) (.43)% (.54)% (.42)%H 
Supplemental Data    
Net assets, end of period (000 omitted) $96 $113 $107 
Portfolio turnover rateI 89% 85% 117% 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Small-Mid Cap Multi-Manager Fund (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund offers Small-Mid Cap Multi-Manager Fund, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Strategic Advisers, Inc. (Strategic Advisers) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated open-end mutual fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of February 29, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Underlying Funds and distributions from ETFs, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, deferred trustees compensation, net operating losses and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $3,402,479 
Gross unrealized depreciation (3,028,617) 
Net unrealized appreciation (depreciation) on securities $373,862 
Tax Cost $29,909,366 

The tax-based components of distributable earnings as of period end were as follows:

Net unrealized appreciation (depreciation) on securities and other investments $373,862 

The Fund intends to elect to defer to its next fiscal year $87,144 of capital losses recognized during the period November 1, 2015 to February 29, 2016. The Fund intends to elect to defer to its next fiscal year $5,937 of ordinary losses recognized during the period January 1, 2016 to February 29, 2016.

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $57,528 $ 1,356,523 
Long-term Capital Gains 2,250,366 6,187,183 
Total $2,307,894 $ 7,543,706 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days may have been subject to a redemption fee equal to 1.50% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risks:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $(30,053) and a change in net unrealized appreciation (depreciation) of $(124,785) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Underlying Fund shares), other than short-term securities, aggregated $28,266,691 and $28,247,857, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed 1.15% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .78% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Sub-Advisers. Advisory Research, Inc., Arrowpoint Asset Management, LLC, Fisher Investments, Invesco Advisers, Inc., Kennedy Capital Management, Inc., Neuberger Berman Investment Advisers LLC (NBIA) (formerly Neuberger Berman Management, LLC), Portolan Capital Management, LLC, RS Investment Management Co. LLC, Systematic Financial Management, L.P. and The Boston Company Asset Management, LLC each served as a sub-adviser for the Fund during the period. Sub-advisers provide discretionary investment advisory services for their allocated portion of the Fund's assets and are paid by the investment adviser and not the Fund for providing these services.

AllianceBernstein, L.P. (AB) and FIAM LLC (FIAM) (formerly Pyramis Global Advisors, LLC), an affiliate of the investment adviser, have been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, these sub-advisers have not been allocated any portion of the Fund's assets. These sub-advisers in the future may provide discretionary investment advisory services for an allocated portion of the Fund's assets and will be paid by the investment adviser for providing these services.

In March 2016, the Board of Trustees approved the appointment of J.P. Morgan Investment Management, Inc. (J.P. Morgan) as an additional sub-adviser for the Fund. Subsequent to period end, J.P. Morgan was allocated a portion of the Fund's assets. In addition, subsequent to period end, the following sub-advisers no longer manage a portion of the Fund's assets: Advisory Research, Inc., Fisher Investments, Invesco Advisers, Inc., Kennedy Capital Management, Inc., Neuberger Berman Investment Advisers LLC (NBIA) and RS Investment Management, LLC.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $271 $271 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds, excluding exchange-traded funds FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets 
Small-Mid Cap Multi-Manager $31,154 .10 
Class L 101 .09 
Class N 100 .09 
 $31,355  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviseror Sub-adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $141 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other funds affiliated with each sub-adviser under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $49 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Expense Reductions.

The investment adviser has voluntarily agreed to waive the Fund's management fee in an amount equal to .01% of the Fund's average net assets. During the period, this waiver reduced the Fund's management fee by $3,360.

The investment adviser has also contractually agreed to reimburse Small-Mid Cap Multi-Manager, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Small-Mid Cap Multi-Manager 1.16% $75,334 
Class F 1.06% 3,526 
Class L 1.16% 250 
Class N 1.41% 251 

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $42 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of class-level operating expenses as follows:

 Amount 
Small-Mid Cap Multi-Manager $919 
Class L 
Class N 
 $923 

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended February 29, 2016 February 28, 2015 
From net realized gain   
Small-Mid Cap Multi-Manager $2,192,558 $7,265,773 
Class F 100,434 233,738 
Class L 7,482 22,236 
Class N 7,420 21,959 
Total $2,307,894 $7,543,706 

9. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
Years ended February 29, 2016 February 28, 2015 February 29, 2016 February 28, 2015 
Small-Mid Cap Multi-Manager     
Shares sold 68,234 113,122 $721,553 $1,444,927 
Reinvestment of distributions 215,320 642,246 2,192,558 7,265,773 
Shares redeemed (26,828) (2,104,296) (271,699) (27,818,119) 
Net increase (decrease) 256,726 (1,348,928) $2,642,412 $(19,107,419) 
Class F     
Shares sold 64,042 45,500 $679,517 $572,509 
Reinvestment of distributions 9,889 20,962 100,434 233,738 
Shares redeemed (28,287) (8,120) (304,978) (99,982) 
Net increase (decrease) 45,644 58,342 $474,973 $706,265 
Class L     
Reinvestment of distributions 735 1,989 7,482 22,236 
Net increase (decrease) 735 1,989 $7,482 $22,236 
Class N     
Reinvestment of distributions 731 1,964 7,420 21,959 
Net increase (decrease) 731 1,964 $7,420 $21,959 

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 93% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Small-Mid Cap Multi-Manager Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Small-Mid Cap Multi-Manager Fund (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Small-Mid Cap Multi-Manager Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 18, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts)..

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds and exchange-traded funds (ETFs) (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Small-Mid Cap Multi-Manager 1.16%    
Actual  $1,000.00 $898.90 $5.48 
Hypothetical-C  $1,000.00 $1,019.10 $5.82 
Class F 1.06%    
Actual  $1,000.00 $899.20 $5.01 
Hypothetical-C  $1,000.00 $1,019.59 $5.32 
Class L 1.16%    
Actual  $1,000.00 $898.80 $5.48 
Hypothetical-C  $1,000.00 $1,019.10 $5.82 
Class N 1.41%    
Actual  $1,000.00 $897.70 $6.65 
Hypothetical-C  $1,000.00 $1,017.85 $7.07 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period).

 C 5% return per year before expenses


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 29, 2016, $1,617,841, or, if subsequently determined to be different, the net capital gain of such year.

Small-Mid Cap Multi-Manager Fund designates 46% of the dividend distributed during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

Small-Mid Cap Multi-Manager Fund designates 43% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Small-Mid Cap Multi-Manager Fund

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) and the sub-advisory agreements with Advisory Research, Inc. (ARI), Fisher Investments, Inc. (Fisher Investments), Invesco Advisers, Inc. (Invesco), Kennedy Capital Management, Inc. (Kennedy Capital), Neuberger Berman Management LLC (Neuberger Berman), Pyramis Global Advisors, LLC (Pyramis), RS Investments Management Co. LLC (RS Investments), Systematic Financial Management, L.P. (Systematic), and The Boston Company Asset Management, LLC (Boston Company) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In addition, at its December 2015 meeting, the Board prospectively approved an amended sub-advisory agreement with Neuberger Berman to take effect upon the consummation of an internal reorganization that will result in Neuberger Berman Investment Advisers LLC (NBIA), an affiliate of Neuberger Berman, providing services to the fund. The Board noted that the reorganization would not result in any changes to the personnel that currently provide services to the fund or the nature, extent and quality of the services provided. In addition, the Board noted that the amendment would not result in any changes to the terms of the sub-advisory agreement. In reaching its determination to renew the fund's Advisory Contracts and approve an amended sub-advisory agreement with NBIA, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund and approve an amended sub-advisory agreement with NBIA, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the approval of the amended sub-advisory agreement with NBIA is in the best interests of the fund and its shareholders. In addition, with respect to the Sub-Advisory Agreements, the Board also concluded that the renewal of such agreements does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Advisory Contracts bear a reasonable relationship to the services rendered and are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contracts and approve an amended sub-advisory agreement with NBIA was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, and each sub-adviser, ARI, Fisher Investments, Invesco, Kennedy Capital, Neuberger Berman, Pyramis, RS Investments, Systematic, and Boston Company(collectively, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of each Investment Adviser's portfolio manager compensation program and whether such structures provide appropriate incentives to act in the best interests of the fund.

The Trustees also discussed with representatives of Strategic Advisers, at meetings throughout the year, Strategic Advisers' role in (i) identifying and recommending to the Trustees one or more sub-advisers for the fund; (ii) overseeing compliance with federal securities laws by each sub-adviser with respect to fund assets; (iii) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (iv) recommending the replacement of a sub-adviser as appropriate. The Trustees considered that the Board had received from Strategic Advisers substantial information and periodic reports about the sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to managing and compensating investment personnel. The Board noted that the Investment Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered the Investment Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including the sub-advisers, custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than five years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2014, the cumulative total returns of the fund and the cumulative total returns of an appropriate benchmark index and peer group. The box within each chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Small-Mid Cap Multi-Manager Fund


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class was in the third quartile for the one- and three-year periods ended December 31, 2014. The Board also noted that the retail class had under-performed 56% and 59% of its peers for the one- and three-year periods, respectively, ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the periods shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to the Investment Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board also noted Strategic Advisers' proposal to voluntarily waive 0.01% of the management fee and considered that the fund's maximum aggregate annual management fee rate may not exceed 1.15% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 1.16%, 1.16%, and 1.41%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.06% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Small-Mid Cap Multi-Manager Fund


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of Class F were below, and the total expenses of each of the retail class, Class L, and Class N were above, the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses for the retail class and Class L ranked below median when compared to a universe of no-load funds. The total expenses for Class N ranked above the competitive median of its institutional peer group primarily because of its 0.25% 12b-1 fee.

Fees Charged to Other Clients.  The Board also considered fee structures paid by the Investment Advisers' other clients, such as other funds advised or subadvised by the Investment Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board considered that the fund's sub-advisory contracts provide for breakpoints as the fund's assets grow and noted that any potential decline in sub-advisory fees would accrue directly to the fund. The Board took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed because each agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fees charged thereunder are based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, with respect to each Sub-Advisory Agreement, the Board concluded that the renewal of the agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Strategic Advisers Small-Mid Cap Multi-Manager Fund

On September 16, 2015, the Board of Trustees, including the Independent Trustees (together, the Board) voted at an in-person meeting to approve an investment advisory agreement (the Sub-Advisory Agreement) with AllianceBernstein L.P. (AB) (New Sub-Adviser) for the fund.

The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information it believed relevant to the approval of the Sub-Advisory Agreement.

In considering whether to approve the Sub-Advisory Agreement, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the approval of the Sub-Advisory Agreement is in the best interests of the fund and its shareholders and that the approval of such agreement does not involve a conflict of interest from which Strategic Advisers, Inc. (Strategic Advisers) or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and will be based upon services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to approve the Sub-Advisory Agreement was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board.

Nature, Extent, and Quality of Services Provided.  The Board noted that it is familiar with the nature, extent and quality of services provided by the New Sub-Adviser from its oversight of the New Sub-Adviser on behalf of other funds overseen by the Board and that although the fund will not utilize the same investment personnel, the same support staff, including compliance personnel, that currently provides services to other Strategic Advisers funds will also provide services to the fund. The Board considered the backgrounds of the investment personnel that will provide services to the fund, and also took into consideration the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the information regarding the New Sub-Adviser provided in connection with its renewal of the existing sub-advisory agreements with the New Sub-Adviser at its September 2015 Board meeting.

Resources Dedicated to Investment Management and Support Services.  The Board noted that the New Sub-Adviser will utilize a different investment mandate to manage the fund than it currently uses in managing other Strategic Advisers funds and reviewed the general qualifications and capabilities of the investment staff that will provide services to the fund and its use of technology. The Board noted that the New Sub-Adviser's analysts have extensive resources, tools and capabilities which allow them to conduct sophisticated fundamental and/or quantitative analysis. Additionally, in their deliberations, the Board considered the New Sub-Adviser's trading capabilities and resources which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory services to be performed by the New Sub-Adviser under the Sub-Advisory Agreement and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board also considered the historical investment performance of the New Sub-Adviser and the portfolio managers in managing accounts under a similar investment mandate.

Based on its review, the Board concluded that the nature, extent, and quality of services that will be provided to the fund under the Sub-Advisory Agreement should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  In reviewing the Sub-Advisory Agreement, the Board considered the amount and nature of fees to be paid by the fund to the fund's investment adviser, Strategic Advisers, the amount and nature of fees to be paid by Strategic Advisers to the New Sub-Adviser and the projected change in the fund's total operating expenses, if any, as a result of hiring the New Sub-Adviser.

The Board noted that the fund's maximum aggregate annual management fee rate may not exceed 1.15% of the fund's average daily net assets and that the Sub-Advisory Agreement will not result in a change to the maximum aggregate annual management fee payable by the fund, Strategic Advisers' portion of the management fee or Strategic Advisers' voluntary agreement to waive 0.01% of the management fee for the fund. The Board also considered that Strategic Advisers has contractually agreed to reimburse the retail class, Class L and Class N of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) as a percentage of net assets exceed 1.16%, 1.16% and 1.41%, respectively, through April 30, 2016. In addition, the Board noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.06% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time. The Board also considered that there are no expected changes to the fund's total net expenses as a result of approving the Sub-Advisory Agreement.

Based on its review, the Board concluded that the fund's management fee structure and any changes to projected total expenses bear a reasonable relationship to the services that the fund and its shareholders will receive and the other factors considered.

Because the Sub-Advisory Agreement was negotiated at arm's length and will have no impact on the maximum management fees payable by the fund, the Board did not consider the costs of services and profitability to be significant factors in its decision to approve the Sub-Advisory Agreement.

Potential Fall-Out Benefits.  The Board considered that it reviews information regarding the potential of direct and indirect benefits to Strategic Advisers and its affiliates from their relationships with the fund, including non-advisory fee compensation paid to affiliates of Strategic Advisers, if any, during its annual renewal of the fund's advisory agreement with Strategic Advisers. With respect to the New Sub-Adviser, the Board considered management's representation that it does not anticipate that the hiring of the New Sub-Adviser will have a material impact on the potential for fall-out benefits to Strategic Advisers or its affiliates.

Possible Economies of Scale.  The Board considered that it reviews whether there have been economies of scale in connection with the management of the fund during its annual renewal of the fund's advisory agreement with Strategic Advisers and the fund's sub-advisory agreements. The Board noted that the Sub-Advisory Agreement provides for breakpoints that have the potential to reduce sub-advisory fees paid to the New Sub-Adviser as assets allocated to the New Sub-Adviser grow.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the Sub-Advisory Agreement should be approved because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the sub-advisory fees to be charged thereunder will be based on services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, the Board concluded that the approval of the Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Strategic Advisers Small-Mid Cap Multi-Manager Fund

On December 2, 2015, the Board of Trustees, including the Independent Trustees (together, the Board) voted at an in-person meeting to approve an investment advisory agreement (the Sub-Advisory Agreement) with Arrowpoint Asset Management, LLC (New Sub-Adviser) for the fund.

The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information it believed relevant to the approval of the Sub-Advisory Agreement.

In considering whether to approve the Sub-Advisory Agreement, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the approval of the Sub-Advisory Agreement is in the best interests of the fund and its shareholders and that the approval of such agreement does not involve a conflict of interest from which Strategic Advisers, Inc. (Strategic Advisers) or its affiliates derive an inappropriate advantage. Also, the Board found that the advisory fees to be charged under the Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and will be based upon services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to approve the Sub-Advisory Agreement was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board.

Nature, Extent, and Quality of Services Provided.  The Board considered the backgrounds of the investment personnel that will provide services to the fund, and also took into consideration the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the structure of the New Sub-Adviser's portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the New Sub-Adviser's investment staff, its use of technology, and the New Sub-Adviser's approach to managing and compensating investment personnel. The Board noted that the New Sub-Adviser's analysts have extensive resources, tools and capabilities which allow them to conduct sophisticated fundamental and/or quantitative analysis. Additionally, in their deliberations, the Board considered the New Sub-Adviser's trading capabilities and resources which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory services to be performed by the New Sub-Adviser under the Sub-Advisory Agreement and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board also considered the historical investment performance of the New Sub-Adviser and the portfolio managers in managing accounts under a similar investment mandate.

Based on its review, the Board concluded that the nature, extent, and quality of services that will be provided to the fund under the Sub-Advisory Agreement should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  In reviewing the Sub-Advisory Agreement, the Board considered the amount and nature of fees to be paid by the fund to the fund's investment adviser, Strategic Advisers, the amount and nature of fees to be paid by Strategic Advisers to the New Sub-Adviser and the projected change in the fund's total operating expenses, if any, as a result of hiring the New Sub-Adviser.

The Board noted that the fund's maximum aggregate annual management fee rate may not exceed 1.15% of the fund's average daily net assets and that the Sub-Advisory Agreement will not result in a change to the maximum aggregate annual management fee payable by the fund, Strategic Advisers' portion of the management fee or Strategic Advisers' voluntary agreement to waive 0.01% of the management fee for the fund. The Board also considered that Strategic Advisers has contractually agreed to reimburse the retail class, Class L and Class N of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) as a percentage of net assets exceed 1.16%, 1.16% and 1.41%, respectively, through April 30, 2016. In addition, the Board noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses, if any) exceed 1.06% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time. The Board also considered that there are no expected changes to the fund's total net expenses as a result of approving the Sub-Advisory Agreement and that the expense ratio of each class of the fund is expected to maintain the same relationship to the competitive peer group medians reviewed by the Board in connection with the annual renewal of the fund's advisory contracts at the September 2015 meeting.

Based on its review, the Board concluded that the fund's management fee structure and any changes to projected total expenses bear a reasonable relationship to the services that the fund and its shareholders will receive and the other factors considered.

Because the Sub-Advisory Agreement was negotiated at arm's length and will have no impact on the maximum management fees payable by the fund or Strategic Advisers portion of the management fee, the Board did not consider the costs of services and profitability to be significant factors in its decision to approve the Sub-Advisory Agreement.

Potential Fall-Out Benefits.  The Board considered that it reviews information regarding the potential of direct and indirect benefits to Strategic Advisers and its affiliates from their relationships with the fund, including non-advisory fee compensation paid to affiliates of Strategic Advisers, if any, during its annual renewal of the fund's advisory agreement with Strategic Advisers. With respect to the New Sub-Adviser, the Board considered management's representation that it does not anticipate that the hiring of the New Sub-Adviser will have a material impact on the potential for fall-out benefits to Strategic Advisers or its affiliates.

Possible Economies of Scale.  The Board considered that it reviews whether there have been economies of scale in connection with the management of the fund during its annual renewal of the fund's advisory agreement with Strategic Advisers and the fund's sub-advisory agreements. The Board noted that the Sub-Advisory Agreement provides for breakpoints that have the potential to reduce sub-advisory fees paid to the New Sub-Adviser as assets allocated to the New Sub-Adviser grow.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the Sub-Advisory Agreement should be approved because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the sub-advisory fees to be charged thereunder will be based on services provided that will be in addition to, rather than duplicative of services provided under the advisory contract of any underlying fund in which the fund may invest. In addition, the Board concluded that the approval of the Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.





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Strategic Advisers® Income Opportunities Fund of Funds



Annual Report

February 29, 2016




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contract and Management Fees


To view a fund's proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts) to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2016 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended February 29, 2016 Past 1 year Life of fundA 
Strategic Advisers® Income Opportunities Fund of Funds (7.83)% 3.46% 

 A From June 19, 2012


$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Income Opportunities Fund of Funds, a class of the fund, on June 19, 2012, when the fund started. The chart shows how the value of your investment would have changed, and also shows how The BofA Merrill Lynch℠ US High Yield Constrained Index performed over the same period.


Period Ending Values

$11,339Strategic Advisers® Income Opportunities Fund of Funds

$11,321The BofA Merrill Lynch℠ US High Yield Constrained Index

Management's Discussion of Fund Performance

Market Recap:  U.S. corporate high-yield bonds declined for the year ending February 29, 2016, as macro concerns and heightened volatility overshadowed strong fundamentals in many high-yield industries. The BofA Merrill Lynch℠ US High Yield Constrained Index returned -8.51% the past year, sliding in early 2016 after its first calendar-year negative result since 2008. Still, the broader backdrop was largely supportive, spurred by an improving economy, generally positive fundamentals – with commodity-sensitive sectors a notable exception – and enormous monetary support from major central banks worldwide. Energy and metals/mining declined sharply, while more-defensive industry groups, led by healthcare, showed relative strength. The energy-heavy high-yield index began the period on an uptrend, as oil prices rebounded in the spring. However, increased volatility among U.S. Treasuries, commodities and stocks resulted in a sharp, four-month decline beginning in June. August and September saw a particularly steep sell-off, as oil prices fell below $40 per barrel. High-yield then bounced back alongside equities in October, as demand for risk assets improved and credit spreads tightened, only to retreat into early February as oil prices fell to a level not seen since 2004. Lower-quality bonds were the worst performers by a wide margin, hampered by rising default expectations.

Comments from Portfolio Manager Gregory Pappas:  For the year, the fund's share classes posted negative returns but outpaced the benchmark, The BofA Merrill Lynch℠ US High Yield Constrained Index. A common theme among the fund's top-contributing managers was solid security selection within their core high-yield-bond portfolios. Janus High Yield Fund, Eaton Vance Income Fund of Boston and Fidelity® Capital & Income Fund all did a nice job of picking good-performing bonds and avoiding many of the worst-performing names in energy and other commodity-related groups. Janus and Eaton Vance also benefited from holdings of investment-grade corporate bonds, bank debt and cash. T. Rowe Price High-Yield Fund was another top contributor, bolstered by its holdings of non-U.S. high-yield bonds. On the downside, the biggest detractor by far was Third Avenue Focused Credit Fund, as this manager's performance was severely hampered by significant exposure to lower-quality and distressed debt. I had already liquidated the fund's allocation when Third Avenue management closed the fund to shareholder redemptions on December 9, 2015. Elsewhere, Hotchkis & Wiley High Yield Fund modestly detracted due to a slight overweighting in energy and a bias toward smaller-cap high-yield issuers. During the period, I eliminated several mutual funds and reduced the number of managers in the portfolio to five.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity 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 Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Investment Summary (Unaudited)

The information in the following tables is based on the direct investments of the Fund.

Holdings as of February 29, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
T. Rowe Price High Yield Fund I Class 24.4 18.1 
MainStay High Yield Corporate Bond Fund Class I 19.9 5.1 
BlackRock High Yield Bond Fund Institutional Class 19.9 10.8 
Hotchkis & Wiley High Yield Fund Class I 19.8 11.3 
Fidelity Capital & Income Fund 16.3 16.2 
 100.3  

Asset Allocation (% of fund's net assets)

As of February 29, 2016 
   High Yield Fixed-Income Funds 100.3% 
 Short-Term Investments and Net Other Assets (Liabilities)* (0.3)% 


 * Short-Term Investments and Net Other Assets (Liabilities) are not included in the pie chart


As of August 31, 2015 
   High Yield Fixed-Income Funds 100.1% 
 Short-Term Investments and Net Other Assets (Liabilities)* (0.1)% 


 * Short-Term Investments and Net Other Assets (Liabilities) are not included in the pie chart


Asset allocations of funds in the pie charts reflect the categorizations of assets as defined by Morningstar as of the reporting dates indicated above.

Investments February 29, 2016

Showing Percentage of Net Assets

Fixed-Income Funds - 100.3%   
 Shares Value 
High Yield Fixed-Income Funds - 100.3%   
BlackRock High Yield Bond Fund Institutional Class 183,940 $1,287,580 
Fidelity Capital & Income Fund (a) 119,752 1,053,814 
Hotchkis & Wiley High Yield Fund Class I 120,335 1,281,572 
MainStay High Yield Corporate Bond Fund Class I 249,043 1,290,042 
T. Rowe Price High Yield Fund I Class 261,144 1,577,309 
TOTAL HIGH YIELD FIXED-INCOME FUNDS  6,490,317 
TOTAL INVESTMENT PORTFOLIO - 100.3%   
(Cost $7,123,882)  6,490,317 
NET OTHER ASSETS (LIABILITIES) - (0.3)%  (16,722) 
NET ASSETS - 100%  $6,473,595 

Legend

 (a) Affiliated Fund


Affiliated Underlying Funds

Information regarding the Fund's fiscal year to date purchases and sales of the affiliated Underlying Funds and income earned by the Fund from investments in affiliated Underlying Funds is as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Value, end of period 
Fidelity Advisor High Income Advantage Fund Class I $568,964 $23,754 $512,662 $25,565 $-- 
Fidelity Advisor High Income Fund Class I 123,229 -- 110,947 5,409 -- 
Fidelity Capital & Income Fund 1,188,245 58,072 50,340 41,118 1,053,814 
Fidelity High Income Fund 606,539 27,947 548,492 29,936 -- 
Total $2,486,977 $109,773 $1,222,441 $102,028 $1,053,814 

Investment Valuation

All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  February 29, 2016 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $5,958,650) 
$5,436,503  
Affiliated issuers (cost $1,165,232) 1,053,814  
Total Investments (cost $7,123,882)  $6,490,317 
Receivable for investments sold  92,870 
Receivable for fund shares sold  18,350 
Dividends receivable  15,204 
Prepaid expenses  
Receivable from investment adviser for expense reductions  3,633 
Other receivables  47 
Total assets  6,620,425 
Liabilities   
Payable for investments purchased $13,061  
Payable for fund shares redeemed 111,220  
Distribution and service plan fees payable 20  
Audit fee payable 20,924  
Other affiliated payables 68  
Other payables and accrued expenses 1,537  
Total liabilities  146,830 
Net Assets  $6,473,595 
Net Assets consist of:   
Paid in capital  $7,682,591 
Undistributed net investment income  5,894 
Accumulated undistributed net realized gain (loss) on investments  (581,325) 
Net unrealized appreciation (depreciation) on investments  (633,565) 
Net Assets  $6,473,595 
Income Opportunities:   
Net Asset Value, offering price and redemption price per share ($5,632,306 ÷ 627,049 shares)  $8.98 
Class F:   
Net Asset Value, offering price and redemption price per share ($645,560 ÷ 71,881 shares)  $8.98 
Class L:   
Net Asset Value, offering price and redemption price per share ($98,147 ÷ 10,928 shares)  $8.98 
Class N:   
Net Asset Value, offering price and redemption price per share ($97,582 ÷ 10,865 shares)  $8.98 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Year ended February 29, 2016 
Investment Income   
Dividends:   
Unaffiliated issuers  $314,377 
Affiliated issuers  102,028 
Total income  416,405 
Expenses   
Management fee $21,406  
Transfer agent fees 233  
Distribution and service plan fees 258  
Accounting fees and expenses 891  
Custodian fees and expenses 9,979  
Independent trustees' compensation 81  
Registration fees 39,087  
Audit 35,393  
Legal 53  
Miscellaneous 58  
Total expenses before reductions 107,439  
Expense reductions (100,033) 7,406 
Net investment income (loss)  408,999 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (384,623)  
Affiliated issuers (187,220)  
Realized gain distributions from underlying funds:   
Unaffiliated issuers 11,806  
Affiliated issuers 6,984  
Total net realized gain (loss)  (553,053) 
Change in net unrealized appreciation (depreciation) on investment securities  (432,818) 
Net gain (loss)  (985,871) 
Net increase (decrease) in net assets resulting from operations  $(576,872) 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Year ended February 29, 2016 Year ended February 28, 2015 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $408,999 $397,032 
Net realized gain (loss) (553,053) 76,292 
Change in net unrealized appreciation (depreciation) (432,818) (353,036) 
Net increase (decrease) in net assets resulting from operations (576,872) 120,288 
Distributions to shareholders from net investment income (402,806) (397,555) 
Distributions to shareholders from net realized gain (75,901) (53,145) 
Total distributions (478,707) (450,700) 
Share transactions - net increase (decrease) 108,912 1,545,269 
Redemption fees (1,678) 1,359 
Total increase (decrease) in net assets (948,345) 1,216,216 
Net Assets   
Beginning of period 7,421,940 6,205,724 
End of period (including undistributed net investment income of $5,894 and undistributed net investment income of $3,470, respectively) $6,473,595 $7,421,940 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.42 $10.88 $10.60 $10.00 
Income from Investment Operations     
Net investment income (loss)C .562 .585 .616 .436 
Net realized and unrealized gain (loss) (1.339) (.382) .296 .615 
Total from investment operations (.777) .203 .912 1.051 
Distributions from net investment income (.553) (.586) (.610) (.431) 
Distributions from net realized gain (.108) (.079) (.031) (.020) 
Total distributions (.661) (.665) (.641) (.451) 
Redemption fees added to paid in capitalC (.002) .002 .009 D 
Net asset value, end of period $8.98 $10.42 $10.88 $10.60 
Total ReturnE,F (7.83)% 1.95% 9.02% 10.69% 
Ratios to Average Net AssetsG     
Expenses before reductions 1.50% 1.53% 4.32% 10.12%H 
Expenses net of fee waivers, if any .10% .10% .10% .10%H 
Expenses net of all reductions .10% .10% .10% .10%H 
Net investment income (loss) 5.73% 5.50% 5.83% 6.03%H 
Supplemental Data     
Net assets, end of period (000 omitted) $5,632 $6,515 $5,358 $1,042 
Portfolio turnover rateI 65% 39% 46% 27%H 

 A For the year ended February 29.

 B For the period June 19, 2012 (commencement of operations) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.0005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds Class F

     
Years ended February 28, 2016 A 2015 2014 2013 B 
Selected Per–Share Data     
Net asset value, beginning of period $10.42 $10.88 $10.60 $10.52 
Income from Investment Operations     
Net investment income (loss)C .561 .586 .617 .125 
Net realized and unrealized gain (loss) (1.338) (.383) .295 .096 
Total from investment operations (.777) .203 .912 .221 
Distributions from net investment income (.553) (.586) (.610) (.121) 
Distributions from net realized gain (.108) (.079) (.031) (.020) 
Total distributions (.661) (.665) (.641) (.141) 
Redemption fees added to paid in capitalC (.002) .002 .009 D 
Net asset value, end of period $8.98 $10.42 $10.88 $10.60 
Total ReturnE,F (7.83)% 1.95% 9.02% 2.11% 
Ratios to Average Net AssetsG     
Expenses before reductions 1.49% 1.53% 4.16% 7.40%H 
Expenses net of fee waivers, if any .10% .10% .10% .10%H 
Expenses net of all reductions .10% .10% .10% .10%H 
Net investment income (loss) 5.73% 5.50% 5.83% 5.99%H 
Supplemental Data     
Net assets, end of period (000 omitted) $646 $694 $639 $184 
Portfolio turnover rateI 65% 39% 46% 27%H 

 A For the year ended February 29.

 B For the period December 18, 2012 (commencement of sale of shares) to February 28, 2013.

 C Calculated based on average shares outstanding during the period.

 D Amount represents less than $.0005 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 H Annualized

 I Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds Class L

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.41 $10.88 $10.62 
Income from Investment Operations    
Net investment income (loss)C .561 .585 .186 
Net realized and unrealized gain (loss) (1.328) (.392) .278 
Total from investment operations (.767) .193 .464 
Distributions from net investment income (.553) (.586) (.180) 
Distributions from net realized gain (.108) (.079) (.027) 
Total distributions (.661) (.665) (.207) 
Redemption fees added to paid in capitalC (.002) .002 .003 
Net asset value, end of period $8.98 $10.41 $10.88 
Total ReturnD,E (7.74)% 1.85% 4.44% 
Ratios to Average Net AssetsF    
Expenses before reductions 1.50% 1.54% 3.35%G 
Expenses net of fee waivers, if any .10% .10% .10%G 
Expenses net of all reductions .10% .10% .10%G 
Net investment income (loss) 5.73% 5.50% 5.83%G 
Supplemental Data    
Net assets, end of period (000 omitted) $98 $106 $104 
Portfolio turnover rateH 65% 39% 46%G 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Strategic Advisers Income Opportunities Fund of Funds Class N

    
Years ended February 28, 2016 A 2015 2014 B 
Selected Per–Share Data    
Net asset value, beginning of period $10.41 $10.88 $10.62 
Income from Investment Operations    
Net investment income (loss)C .537 .559 .178 
Net realized and unrealized gain (loss) (1.329) (.392) .279 
Total from investment operations (.792) .167 .457 
Distributions from net investment income (.528) (.560) (.173) 
Distributions from net realized gain (.108) (.079) (.027) 
Total distributions (.636) (.639) (.200) 
Redemption fees added to paid in capitalC (.002) .002 .003 
Net asset value, end of period $8.98 $10.41 $10.88 
Total ReturnD,E (7.97)% 1.60% 4.37% 
Ratios to Average Net AssetsF    
Expenses before reductions 1.75% 1.78% 3.61%G 
Expenses net of fee waivers, if any .35% .35% .35%G 
Expenses net of all reductions .35% .35% .35%G 
Net investment income (loss) 5.48% 5.25% 5.58%G 
Supplemental Data    
Net assets, end of period (000 omitted) $98 $106 $104 
Portfolio turnover rateH 65% 39% 46%G 

 A For the year ended February 29.

 B For the period November 12, 2013 (commencement of sale of shares) to February 28, 2014.

 C Calculated based on average shares outstanding during the period.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the Underlying Funds are not included in the class' annualized ratios. The class indirectly bears its proportionate share of the expenses of the Underlying Funds.

 G Annualized

 H Amount does not include the portfolio activity of any Underlying Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended February 29, 2016

1. Organization.

Strategic Advisers Income Opportunities Fund of Funds (the Fund) is a fund of Fidelity Rutland Square Trust II (the Trust), and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. The Fund is available only to certain employer-sponsored retirement plans and certain Fidelity brokerage or mutual fund accounts. The Fund currently invests in affiliated and unaffiliated mutual funds (the Underlying Funds). The Fund offers Income Opportunities, Class F, Class L and Class N shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The Fund's Schedule of Investments lists each of the Underlying Funds as an investment of the Fund but does not include the underlying holdings of each Underlying Fund. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses a third party pricing vendor approved by the Board of Trustees (the Board) to value its investments. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • Level 1 – quoted prices in active markets for identical investments
  • Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
  • Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows. Investments in the Underlying Funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. If an unaffiliated Underlying Fund's NAV is unavailable, shares of that fund may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and is categorized as Level 2 in the hierarchy.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds, if any, are recorded on the ex-dividend date.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with the Underlying Funds. Although not included in the Fund's expenses, the Fund indirectly bears its proportionate share of the Underlying Funds' expenses through the impact of these expenses on each Underlying Fund's NAV. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Strategic Advisers funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of February 29, 2016, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the Underlying Funds, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $5,825 
Gross unrealized depreciation (684,031) 
Net unrealized appreciation (depreciation) on securities $(678,206) 
Tax Cost $7,168,523 

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income $5,938 
Capital loss carryforward $(536,684) 
Net unrealized appreciation (depreciation) on securities and other investments $(678,206) 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

No expiration  
Short-term $(46,565) 
Long-term (490,119) 
Total capital loss carryforward $(536,684) 

The tax character of distributions paid was as follows:

 February 29, 2016 February 28, 2015 
Ordinary Income $415,940 $ 422,004 
Long-term Capital Gains 62,767 28,696 
Total $478,707 $ 450,700 

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days may have been subject to a redemption fee equal to 1.00% of the NAV of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

3. Purchases and Redemptions of Underlying Fund Shares.

Purchases and redemptions of the Underlying Fund shares, aggregated $4,667,523 and $4,614,217, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers (the investment adviser) provides the Fund with investment management related services. For these services, the Fund pays a monthly management fee to the investment adviser. The management fee is calculated by adding the annual management fee rate of .30% of the Fund's average net assets throughout the month payable to the investment adviser to the aggregate of the fee rates, payable monthly, to the Fund's sub-advisers. The Fund's maximum aggregate management fee will not exceed .80% of the Fund's average net assets. For the reporting period, the total annual management fee rate was .30% of the Fund's average net assets.

During the period, the investment adviser waived its management fee as described in the Expense Reductions note.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Class N pays Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, a Service Fee based on an annual percentage of Class N's average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Service Fee rate, total service fees and amounts retained by FDC were as follows:

 Service
Fee 
Total Fees Retained
by FDC 
Class N .25% $258 $258 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class F. Each class, except for Class F, does not directly pay transfer agent fees with respect to the portion of its assets invested in Underlying Funds. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Income Opportunities $229 
Class L – 
Class N – 
 $233  

 (a) Amount represents less than .005%.


Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The fee is based on the level of average net assets for each month.

5. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $7 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

6. Expense Reductions.

The investment adviser has contractually agreed to waive the Fund's management fee in an amount equal to .30% of the Fund's average net assets until April 30, 2017. During the period, this waiver reduced the Fund's management fee by $21,406.

The investment adviser has contractually agreed to reimburse Income Opportunities, Class L and Class N to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. This reimbursement will remain in place through April 30, 2017. In addition, the investment adviser has voluntarily agreed to reimburse Class F to the extent that annual operating expenses exceed certain levels of average net assets as noted in the table below. Some expenses, for example sub-advisory fees and interest expense, including commitment fees, are excluded from these reimbursements. The following classes of the Fund were in reimbursement during the period:

 Expense
Limitations 
Reimbursement 
Income Opportunities .10% $69,055 
Class F .10% 7,298 
Class L .10% 1,141 
Class N .35% 1,133 

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Years ended February 29, 2016 Years ended February 28, 2015 
From net investment income   
Income Opportunities $353,566 $348,958 
Class F 37,846 37,279 
Class L 5,840 5,797 
Class N 5,554 5,521 
Total $402,806 $397,555 
From net realized gain   
Income Opportunities $66,570 $46,594 
Class F 7,104 4,997 
Class L 1,116 778 
Class N 1,111 776 
Total $75,901 $53,145 

8. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Years ended February 29, 2016 Years ended February 28, 2015 Years ended February 29, 2016 Years ended February 28, 2015 
Income Opportunities     
Shares sold 234,908 451,656 $2,325,146 $4,840,883 
Reinvestment of distributions 42,871 37,241 419,934 395,140 
Shares redeemed (276,197) (355,829) (2,700,765) (3,788,639) 
Net increase (decrease) 1,582 133,068 $44,315 $1,447,384 
Class F     
Shares sold 21,905 22,962 $216,299 $244,913 
Reinvestment of distributions 4,596 3,982 44,950 42,276 
Shares redeemed (21,270) (19,020) (210,272) (202,158) 
Net increase (decrease) 5,231 7,924 $50,977 $85,031 
Class L     
Reinvestment of distributions 709 620 $6,955 $6,560 
Net increase (decrease) 709 620 $6,955 $6,560 
Class N     
Reinvestment of distributions 680 593 $6,665 $6,294 
Net increase (decrease) 680 593 $6,665 $6,294 

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 26% of the total outstanding shares of the Fund.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Income Opportunities Fund of Funds:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Strategic Advisers Income Opportunities Fund of Funds (a fund of Fidelity Rutland Square Trust II) at February 29, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Strategic Advisers Income Opportunities Fund of Funds’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts
April 20, 2016

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  If the interests of the fund and an underlying Fidelity® fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds.  Strategic Advisers has structured the fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict.  Each of the Trustees oversees 18 funds. 

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust.  Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years. 

Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee.

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5095 (plan accounts) or 1-800-544-3455 (all other accounts).

Experience, Skills, Attributes, and Qualifications of the Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee may also engage professional search firms to help identify potential Independent Trustee candidates with experience, qualifications, attributes, and skills consistent with the Statement of Policy. Additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, may be considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Roger T. Servison is an interested person and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ralph F. Cox serves as the lead Independent Trustee and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees asset allocation funds. Other boards oversee Fidelity's investment-grade bond, money market, and asset allocation funds, Fidelity's equity and high income funds, and Fidelity's sector portfolios. The fund may invest in Fidelity® funds overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues.

The Trustees primarily operate as a full Board, but also operate in committees, to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks.  The Board has charged Strategic Advisers and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above.  Because the day-to-day operations and activities of the fund are carried out by or through Strategic Advisers, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  Board oversight of different aspects of the fund's activities is exercised primarily through the full Board, but also through the Audit and Compliance Committee.  Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate.  The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees." 

Interested Trustees*:

Correspondence intended for a Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Bruce T. Herring (1965)

Year of Election or Appointment: 2015

Trustee

Mr. Herring also serves as Trustee of other funds. Mr. Herring serves as Chairman and President of Strategic Advisers, Inc. (investment adviser firm, 2015-present), and President of Fidelity Research & Analysis Company (investment adviser firm, 2010-present). Previously, Mr. Herring served as Group Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-2015) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2005-2013), Vice President of certain Equity Funds (2006-2014), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2010-2013), Vice President (2005-2006) and Senior Vice President (2006-2007) of FMR, Vice President of FMR Co., Inc. (investment adviser firm, 2001-2007), and as a portfolio manager.

Roger T. Servison (1945)

Year of Election or Appointment: 2006

Trustee

Chairman of the Board of Trustees

Mr. Servison also serves as Trustee of other funds. Mr. Servison serves as President of Strategic New Business Development for Fidelity Investments and serves as a Director of Strategic Advisers (investment adviser firm). Previously, Mr. Servison oversaw Fidelity Investments Life Insurance Company (2005-2006) and Strategic Advisers (2005-2007). Mr. Servison also served as President and a Director of Fidelity Brokerage Services (Japan), LLC (1994-2004).

 * Determined to be an "Interested Trustee" by virtue of, among other things, his or her affiliation with the trust or various entities under common control with Strategic Advisers. 

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Independent Trustees:

Correspondence intended for an Independent Trustee may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Peter C. Aldrich (1944)

Year of Election or Appointment: 2006

Trustee

Mr. Aldrich also serves as Trustee of other funds. Mr. Aldrich is a Director of the National Bureau of Economic Research, a Director of the funds of BlackRock Realty Group (2006-present), and a Director of LivelyHood, Inc. (private corporation, 2013-present). Previously, Mr. Aldrich served as a Trustee for the Fidelity Rutland Square Trust (2005-2010), a Managing Member of Poseidon, LLC (foreign private investment, 1998-2004), and Chairman and Managing Member of AEGIS, LLC (foreign private investment, 1997-2004). Mr. Aldrich also served as a Director of Zipcar, Inc. (car sharing services, 2001-2009) and as Faculty Chairman of The Research Council on Global Investment of The Conference Board (business and professional education non-profit, 1999-2004). Mr. Aldrich is a Member of the Boards of Trustees of the Museum of Fine Arts Boston (emeritus) and Massachusetts Eye and Ear Infirmary.

Amy Butte Liebowitz (1968)

Year of Election or Appointment: 2011

Trustee

Ms. Butte also serves as Trustee of other funds. She is a Board Observer for Carbon38 (e-commerce, 2015-present), Strategic Advisor to the Long-Term Stock Exchange (financial technology start-up company, 2015-present), and member of the Advisory Board of and on air contributor for Wall Street Week (investment news, 2015-present). Ms. Butte was the founder and Chief Executive Officer of TILE Financial and SpendGrowGive (financial internet service, 2008-2012). Previously, Ms. Butte served as the Chief Financial Officer and member of the Board of Directors of MF Global (broker-dealer, 2006-2008) and Chief Financial Officer and Executive Vice President of the New York Stock Exchange (2004-2006). Ms. Butte is a member of the Economic Club of New York and WomenCorporateDirectors. Ms. Butte previously served as a member of the Boards of Accion International, Women’s Forum of New York, National Organization of Investment Professionals, and YMCA of Greater New York and on the Corporate Advisory Board of the New York City Ballet. Ms. Butte is also an alumna of the World Economic Forum's Young Global Leader program and the French American Young Leader program.

Ralph F. Cox (1932)

Year of Election or Appointment: 2006

Trustee

Mr. Cox also serves as Trustee of other funds. Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Mr. Cox is a Director of Abraxas Petroleum (exploration and production). Mr. Cox is a member of the Advisory Boards of the Business and Engineering Schools of Texas A&M University and the Engineering School of University of Texas at Austin. Previously, Mr. Cox served as a Trustee for the Fidelity Rutland Square Trust (2005-2010) and as an Advisory Director of CH2M Hill Companies (engineering, 1981-2011). Mr. Ralph F. Cox and Mr. Howard E. Cox, Jr. are not related.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee or Member of the Advisory Board of other funds. Ms. Farrell is a Director of the W.R. Berkley Corporation (insurance provider) and President (2009-present) and Director (2006-present) of the Howard Gilman Foundation (charitable organization). Previously, Ms. Farrell was Managing Director and Chief Investment Strategist at UBS Wealth Management USA and Co-Head of UBS Wealth Management Investment Strategy & Research Group (2003-2005). Ms. Farrell also served as Investment Strategist at PaineWebber (1982-2000) and UBS PaineWebber (2000-2002). Ms. Farrell also serves as Trustee on the Board of Overseers of the New York University Stern School of Business, as Chairman of the Board of Trustees of Yale-New Haven Hospital, and on the Yale New Haven Health System Board.

Karen Kaplan (1960)

Year of Election or Appointment: 2006

Trustee

Ms. Kaplan also serves as Trustee of other funds. Ms. Kaplan is Chairman (2014-present), Chief Executive Officer (2013-present), and President (2007-2013) of Hill Holliday (advertising and specialized marketing). Ms. Kaplan is a Director of The Michaels Companies, Inc. (specialty retailer, 2015-present), Member of the Board of Governors of the Chief Executives’ Club of Boston (2010-present), Member of the Executive Committee of the Greater Boston Chamber of Commerce (2006-present), Director of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Member of the Brigham and Women’s Hospital President’s Advisory Council (2014-present), and Overseer of the Boston Symphony Orchestra (2014-present). Previously, Ms. Kaplan served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010), a member of the Clinton Global Initiative (2010-2015), Director of DSM (dba Delta Dental and DentaQuest) (2004-2014), Formal Appointee of the 2015 Baker-Polito Economic Development Council, Director of Vera Bradley Inc. (designer of women’s accessories, 2012-2015), Member of the Board of Directors of the Massachusetts Conference for Women (2008-2015), Member of the Board of Directors of Jobs for Massachusetts (2012-2015), President of the Massachusetts Women’s Forum (2008-2010), Treasurer of the Massachusetts Women’s Forum (2002-2006), and Vice Chair of the Board of the Massachusetts Society for the Prevention of Cruelty to Children (2003-2010).

 + The information includes the Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to the Trustee's qualifications to serve as a Trustee, which led to the conclusion that the Trustee should serve as a Trustee for the fund. 

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as Member of the Advisory Board of other funds. Mr. Cox is a Member of the Advisory Board of Devonshire Investors (2009-present). Mr. Cox serves as an Advisory Partner of Greylock (venture capital) and a Director of Stryker Corporation (medical products and services). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010) and a Member of the Secretary of Defense's Business Board of Directors (2008-2010). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Brian Blackburn (1975)

Year of Election or Appointment: 2014

Assistant Secretary

Mr. Blackburn also serves as an officer of other funds. Mr. Blackburn serves as Vice President & Associate General Counsel (2013-present) and is an employee of Fidelity Investments (2007-present).

Jeffrey S. Christian (1961)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Christian also serves as Assistant Treasurer of other funds. Mr. Christian is an employee of Fidelity Investments (2003-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2016

President and Treasurer

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). Previously, Mr. Deberghes served in other fund officer roles.

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2012

Assistant Treasurer

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2015

Chief Financial Officer

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

James D. Gryglewicz (1972)

Year of Election or Appointment: 2015

Chief Compliance Officer

Mr. Gryglewicz also serves as Chief Compliance Officer of other funds. Mr. Gryglewicz serves as Compliance Officer of Strategic Advisers, Inc. (investment adviser firm, 2015-present) and Fidelity SelectCo, LLC (investment adviser firm, 2014-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present).

John Hitt (1967)

Year of Election or Appointment: 2014

Secretary and Chief Legal Officer

Mr. Hitt also serves as an officer of other funds. Mr. Hitt serves as Senior Vice President and Deputy General Counsel in Fidelity's Asset Management Group (2010-present) and is an employee of Fidelity Investments.

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is an employee of Fidelity Investments (2005-present). 

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

John F. Papandrea (1972)

Year of Election or Appointment: 2015

Anti-Money Laundering (AML) Officer

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009). Previously, Ms. Smith served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Renee Stagnone (1975)

Year of Election or Appointment: 2016

Assistant Treasurer

Ms. Stagnone also serves as an officer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present). Previously, Ms. Stagnone served as Deputy Treasurer of certain Fidelity funds (2013-2016).

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2015 to February 29, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying mutual funds (the Underlying Funds), the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the Underlying Funds, the Fund also indirectly bears its proportionate share of the expenses of the Underlying Funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
September 1, 2015 
Ending
Account Value
February 29, 2016 
Expenses Paid
During Period-B
September 1, 2015
to February 29, 2016 
Income Opportunities .10%    
Actual  $1,000.00 $940.10 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class F .10%    
Actual  $1,000.00 $940.10 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class L .10%    
Actual  $1,000.00 $940.10 $.48 
Hypothetical-C  $1,000.00 $1,024.37 $.50 
Class N .35%    
Actual  $1,000.00 $938.90 $1.69 
Hypothetical-C  $1,000.00 $1,023.12 $1.76 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period). The fees and expenses of the Underlying Funds in which the Fund invests are not included in each Class' annualized expense ratio.

 C 5% return per year before expenses


Distributions (Unaudited)

A total of 0.01% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2017 of amounts for use in preparing 2016 income tax returns.

Board Approval of Investment Advisory Contract and Management Fees

Strategic Advisers Income Opportunities Fund of Funds

Each year the Board of Trustees, including the Independent Trustees (together, the Board), votes at an in-person meeting on the renewal of the management contract with Strategic Advisers, Inc. (Strategic Advisers) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the management contract (Advisory Contract) throughout the year.

The Board meets at least four times per year and, at each of its meetings, considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contract, including the services and support provided to the fund and its shareholders. The full Board or the Independent Trustees, as appropriate, act on all major matters; however, a portion of the activities of the Board (including certain of those described herein) may be conducted through standing committees that have been established by the Board.

At its September 2015 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contract. In reaching its determination, the Board considered all factors it believed relevant, including, (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses relative to peer funds; (iii) the total costs of the services to be provided by and the profits, if any, to be realized by Strategic Advisers from its relationship with the fund; (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contract for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contract is in the best interests of the fund and its shareholders. Also, the Board found that the advisory fee to be charged under the Advisory Contract bears a reasonable relationship to the services rendered and is based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest. The Board's decision to renew the Advisory Contract was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board throughout the year.

Nature, Extent, and Quality of Services Provided.  The Board considered the staffing within the investment adviser, Strategic Advisers, including the backgrounds of the fund's investment personnel and the fund's investment objective, strategies and related investment philosophy. The Independent Trustees also had discussions with senior management of Strategic Advisers' investment operations and investment groups. The Board considered the structure of Strategic Advisers' portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of Strategic Advisers' investment staff, its use of technology, and Strategic Advisers' approach to managing and compensating investment personnel. The Board noted that Strategic Advisers' analysts have extensive resources, tools, and capabilities that allow them to conduct sophisticated quantitative and/or fundamental analysis. Additionally, in its deliberations, the Board considered Strategic Advisers' trading capabilities and resources and global compliance infrastructure, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by Strategic Advisers and its affiliates under the Advisory Contract and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board took into account discussions with Strategic Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

In connection with the renewal of the Advisory Contracts, the Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against a benchmark index and peer group. Because the fund had been in existence less than three years, the following chart considered by the Board shows, for the one-year period ended December 31, 2014, the total return of the fund and the total return of an appropriate benchmark index and peer group. The box within the chart shows the 25th percentile return (75% beaten, top of box) and the 75th percentile return (25% beaten, bottom of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Strategic Advisers Income Opportunities Fund of Funds


The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Class L was in the second quartile for the one-year period ended December 31, 2014. The Board also noted that Class L had out-performed 63% of its peers for the one-year period ended December 31, 2014. The Board also noted that the investment performance of the fund was lower than its benchmark for the one-year period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contract should benefit the fund's shareholders.

Competitiveness of Management Fee and Total Fund Expenses.  The Board considered the amount and nature of fees paid to Strategic Advisers. The Board also considered information comparing the management fees and total expenses of the fund to those of other registered investment companies with investment objectives similar to those of the fund. The Board noted Strategic Advisers' 0.30% management fee waiver through April 30, 2016 and considered that the fund's maximum aggregate annual management fee rate may not exceed 0.80% of the fund's average daily net assets. The Board also considered Strategic Advisers' contractual commitment to reimburse the retail class, Class L, and Class N through April 30, 2016 to the extent that the total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any), as a percentage of net assets, exceed 0.10%, 0.10%, and 0.35%, respectively. In addition, the Board also noted that Strategic Advisers has voluntarily agreed to reimburse Class F of the fund to the extent that total operating expenses of the class (excluding interest, certain taxes, certain securities lending costs, brokerage commissions, extraordinary expenses, sub-advisory fees, and acquired fund fees and expenses, if any) exceed 0.10% of the class' average net assets and that such arrangement may be terminated by Strategic Advisers at any time.

The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Strategic Advisers uses "mapped groups," which are created by Fidelity by combining similar Lipper investment objective categories that it believes have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which Strategic Advisers' funds are compared.

Management Fee.  The Board considered two proprietary management fee comparisons. The group of Lipper funds used by the Board for management fee comparisons is referred to as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG % and the number of funds in the Total Mapped Group are in the chart below. The Board also compared the fund's management fee to an "Asset-Size Peer Group" (ASPG), which is a sub-set of the competitive funds in the Total Mapped Group. The ASPG comparison focuses on a fund's standing relative to non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Strategic Advisers Income Opportunities Fund of Funds


The Board noted that the fund's management fee was ranked below the median of its Total Mapped Group and below the median of its ASPG for the fiscal year ended February 28, 2015.

Based on its review, the Board concluded that the fund's management fee bears a reasonable relationship to the services rendered.

Total Expenses.  In its review of the total expenses of each class of the fund, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. The Board further noted that the fund's total expenses were compared to classes of competitive funds having similar load types. This comparison, which is a proxy for comparing funds by distribution channel, showed the fund's position relative to competitive funds with the same load type.

The Board noted that the total expenses of each class were above the median of the fund's Total Mapped Group for the fiscal year ended February 28, 2015. The Board considered that, in general, various factors can affect total expenses. The total expenses of each class rank above their competitive medians primarily due to acquired fund fees and expenses.

Fees Charged to Other Clients.  The Board also considered fee structures paid by Strategic Advisers' other clients, such as other funds advised or subadvised by Strategic Advisers, pension plan clients, and other institutional clients with similar investment mandates.

Based on its review of the total expense ratios and fees charged to other clients of Strategic Advisers or its affiliates, the Board concluded that the total expenses of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered information regarding the revenues earned and expenses incurred by Strategic Advisers and its affiliates in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders.

On an annual basis, Strategic Advisers presents to the Board information about the profitability of its relationship with the fund. Strategic Advisers calculates profitability information for the fund using a series of detailed revenue and cost allocation methodologies. The Board reviews any significant changes from the prior year's methodologies. Strategic Advisers noted that, to the extent possible, it employs the same corporate reporting of revenues and expenses as those used by other Fidelity funds.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Strategic Advisers' and its affiliates' non-fund businesses and fall-out benefits related to the mutual fund business, as well as cases where Strategic Advisers' affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized, if any, by Strategic Advisers and its affiliates in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Possible Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Strategic Advisers funds, whether the Strategic Advisers funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board took into consideration that Strategic Advisers has agreed to waive 0.30% of its management fee through April 30, 2016 and the Board also took into consideration Strategic Advisers' contractual expense reimbursement commitment.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structure bears a reasonable relationship to the services rendered and that the fund's Advisory Contract should be renewed because the agreement is in the best interests of the fund and its shareholders. The Board also concluded that the advisory fee charged thereunder is based on services provided that are in addition to, rather than duplicative of, services provided under the advisory contract of any underlying fund in which the fund may invest.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

ODF-ANN-0416
1.941257.103



Item 2.

Code of Ethics


As of the end of the period, February 29, 2016, Fidelity Rutland Square Trust II (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer.  A copy of the code of ethics is filed as an exhibit to this Form N-CSR.


Item 3.

Audit Committee Financial Expert


The Board of Trustees of the trust has determined that Amy Butte Liebowitz is an audit committee financial expert, as defined in Item 3 of Form N-CSR.   Ms. Butte Liebowitz is independent for purposes of Item 3 of Form N-CSR.  


Item 4.  

Principal Accountant Fees and Services


Fees and Services


The following table presents fees billed by PricewaterhouseCoopers LLP (PwC) in each of the last two fiscal years for services rendered to Strategic Advisers Core Income Fund, Strategic Advisers Core Income Multi-Manager Fund, Strategic Advisers Emerging Markets Fund, Strategic Adviser Emerging Markets Fund of Funds, Strategic Advisers Income Opportunities Fund, Strategic Advisers Income Opportunities Fund of Funds, Strategic Advisers International Fund, Strategic Advisers International Multi-Manager Fund, Strategic Advisers International II Fund, Strategic Advisers Small-Mid Cap Fund and Strategic Advisers Small-Mid Cap Multi-Manager Fund (the Funds):


Services Billed by PwC


February 29, 2016 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees






Strategic Advisers Core Income Fund

 $67,000  

$-

 $4,200   

$6,100

Strategic Advisers Core Income Multi-Manager Fund

 $47,000  

$-

 $3,500   

$3,800

Strategic Advisers Emerging Markets Fund

 $29,000  

$-

 $1,800   

$5,400

Strategic Advisers Emerging Markets Fund of Funds

 $25,000  

$-

 $1,700   

$3,300

Strategic Advisers Income Opportunities Fund

 $29,000  

$-

 $1,500   

$5,500

Strategic Advisers Income Opportunities Fund of Funds

 $25,000  

$-

 $1,700   

$3,300

Strategic Advisers International Fund

 $51,000  

$-

 $4,500   

$11,800

Strategic Advisers International Multi-Manager Fund

 $44,000  

$-

 $3,500   

$3,700

Strategic Advisers International II Fund

 $49,000  

$-

 $4,500   

$4,800

Strategic Advisers Small-Mid Cap Fund

 $53,000  

$-

 $4,200   

$7,600

Strategic Advisers Small-Mid Cap Multi-Manager Fund

$44,000

$-

$3,500

$3,700



February 28, 2015 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees






Strategic Advisers Core Income Fund

 $57,000  

$-

 $4,100   

$11,400

Strategic Advisers Core Income Multi-Manager Fund

 $41,000  

$-

 $4,700   

$2,600

Strategic Advisers Emerging Markets Fund

 $25,000  

$-

 $1,800   

$3,500

Strategic Advisers Emerging Markets Fund of Funds

 $23,000  

$-

 $2,500   

$2,600

Strategic Advisers Income Opportunities Fund

 $26,000  

$-

 $1,600   

$5,200

Strategic Advisers Income Opportunities Fund of Funds

 $22,000  

$-

 $1,900   

$2,600

Strategic Advisers International Fund

 $55,000  

$-

 $4,400   

$9,800

Strategic Advisers International Multi-Manager Fund

 $39,000  

$-

 $4,700   

$2,600

Strategic Advisers International II Fund

 $43,000  

$-

 $4,400   

$3,500

Strategic Advisers Small-Mid Cap Fund

 $47,000  

$-

 $4,100   

$6,400

Strategic Advisers Small-Mid Cap Multi-Manager Fund

$40,000

$-

$4,700

$2,600




A Amounts may reflect rounding.



The following table presents fees billed by PwC that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Funds and that are rendered on behalf of Strategic Advisers, Inc. (Strategic Advisers) and entities controlling, controlled by, or under common control with Strategic Advisers (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Funds (Fund Service Providers):


Services Billed by PwC




February 29, 2016A

February 28, 2015A

Audit-Related Fees

 $5,695,000

 $5,900,000

Tax Fees

$-

$-

All Other Fees

$-

$-


A Amounts may reflect rounding.



Audit-Related Fees represent fees billed for assurance and related services that are reasonably related to the performance of the Fund audit or the review of the Fund's financial statements and that are not reported under Audit Fees.


Tax Fees represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the Fund.


All Other Fees represent fees billed for services provided to the fund or Fund Service Provider, a significant portion of which are assurance related, that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.  


Assurance services must be performed by an independent public accountant.


* * *


The aggregate non-audit fees billed by PwC for services rendered to the Funds, Strategic Advisers (not including any sub-adviser whose role is primarily portfolio management



and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider relating to Covered Services and Non-Covered Services (each as defined below) for each of the last two fiscal years of the Funds are as follows:


Billed By

February 29, 2016 A

February 28, 2015 A,B

PwC

$6,185,000

$8,190,000


A Amounts may reflect rounding.

B Reflects current period presentation.



The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by PwC to Fund Service Providers to be compatible with maintaining the independence of PwC in its audit of the Funds, taking into account representations from PwC, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Funds and their related entities and Strategic Advisers review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund Service Providers.


Audit Committee Pre-Approval Policies and Procedures

 

The trusts Audit Committee must pre-approve all audit and non-audit services provided by the independent registered public accounting firm relating to the operations or financial reporting of the funds. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.


The trusts Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committees consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to the trust and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of the trust (Covered Service) are subject to approval by the Audit Committee before such service is provided.

 

All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chairs absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.


Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of the trust (Non-Covered



Service) are not required to be approved, but are reported to the Audit Committee annually.


Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X (De Minimis Exception)


There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Funds last two fiscal years relating to services provided to (i) the Funds or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Funds.



Item 5.

Audit Committee of Listed Registrants


Not applicable.


Item 6.  

Investments


(a)

Not applicable.


(b)

Not applicable


Item 7.

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies


Not applicable.


Item 8.

Portfolio Managers of Closed-End Management Investment Companies


Not applicable.


Item 9.  

Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers


Not applicable.


Item 10.

Submission of Matters to a Vote of Security Holders


There were no material changes to the procedures by which shareholders may recommend nominees to the Funds Board of Trustees.


Item 11.

Controls and Procedures


(a)(i)  The President and Treasurer and the Chief Financial Officer have concluded that the trusts disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the trust is made known to them by the appropriate persons, based on their



evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.


(a)(ii)  There was no change in the trusts internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the trusts internal control over financial reporting.


Item 12.

Exhibits


(a)

(1)

Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(a)

(2)

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

(a)

(3)

Not applicable.

(b)


Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.




SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Fidelity Rutland Square Trust II


By:

/s/Adrien E. Deberghes


Adrien E. Deberghes


President and Treasurer



Date:

April 26, 2016



Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.



By:

/s/ Adrien E. Deberghes


Adrien E. Deberghes


President and Treasurer



Date:

April 26, 2016



By:

/s/Howard J. Galligan III


Howard J. Galligan III


Chief Financial Officer



Date:

April 26, 2016