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)


Christina H. Lee, 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 28



Date of reporting period:

February 28, 2021




Item 1.

Reports to Stockholders




Strategic Advisers® Small-Mid Cap Fund

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



Annual Report

February 28, 2021

Fidelity Investments



Fidelity Investments

Contents

Note to Shareholders

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of 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

Liquidity Risk Management Program

Proxy Voting Results


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. © 2021 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-PORT. Forms N-PORT are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-PORT 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.institutional.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.



Note to Shareholders:

Early in 2020, the outbreak and spread of a new coronavirus emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and the outlook for corporate earnings. The virus causes a respiratory disease known as COVID-19. On March 11, 2020 the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread.

In the weeks following, as the crisis worsened, we witnessed an escalating human tragedy with wide-scale social and economic consequences from coronavirus-containment measures. The outbreak of COVID-19 prompted a number of measures to limit the spread, including travel and border restrictions, quarantines, and restrictions on large gatherings. In turn, these resulted in lower consumer activity, diminished demand for a wide range of products and services, disruption in manufacturing and supply chains, and – given the wide variability in outcomes regarding the outbreak – significant market uncertainty and volatility. Amid the turmoil, global governments and central banks took unprecedented action to help support consumers, businesses, and the broader economies, and to limit disruption to financial systems.

The situation continues to unfold, and the extent and duration of its impact on financial markets and the economy remain highly uncertain. Extreme events such as the coronavirus crisis are “exogenous shocks” that can have significant adverse effects on mutual funds and their investments. Although multiple asset classes may be affected by market disruption, the duration and impact may not be the same for all types of assets.

Fidelity is committed to helping you stay informed amid news about COVID-19 and during increased market volatility, and we’re taking extra steps to be responsive to customer needs. We encourage you to visit our websites, where we offer ongoing updates, commentary, and analysis on the markets and our funds.

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 28, 2021 Past 1 year Past 5 years Past 10 years 
Strategic Advisers® Small-Mid Cap Fund 46.31% 16.81% 11.07% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Small-Mid Cap Fund on February 28, 2011.

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

$28,583Strategic Advisers® Small-Mid Cap Fund

$31,804Russell 2500™ Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 31.29% for the 12 months ending February 28, 2021, a volatile but productive period for U.S. risk assets. The early-2020 outbreak and spread of COVID-19 resulted in stocks suffering one of the quickest declines on record, through March 23, followed by a historic rebound that included the index closing 2020 at an all-time high and gaining modest ground in the first two months of the new year. The crisis and containment efforts caused broad contraction in economic activity, along with extreme uncertainty and dislocation in financial markets. A rapid and expansive U.S. monetary/fiscal-policy response partially offset the economic disruption and fueled the market surge, as did resilient corporate earnings. The rally slowed in September, when stocks began a two-month retreat amid Congress’s inability to reach a deal on additional fiscal stimulus, as well as concerns about election uncertainty, indications the U.S. economic recovery could be slowing and a new wave of COVID-19 cases. A shift in momentum began in October and accelerated following the U.S. elections, with the approval of three breakthrough COVID-19 vaccines and prospects for additional government stimulus fueling the “reflation trade” through February 28. By sector for the full 12 months, information technology (+50%) and consumer discretionary (+43%) led all gainers. Materials (+42%) and communication services (+37%) also stood out. In contrast, the defensive utilities (-3%) and real estate sectors (+5%) notably lagged.

Comments from Portfolio Manager Barry Golden:  For the fiscal year ending February 28, 2021, the Fund advanced 46.31%, outpacing the 45.90% increase in its small-to-mid-cap benchmark, the Russell 2500® Index. Until the fourth quarter of 2020, growth stocks and strategies continued their dominance over value-oriented approaches in U.S. small- and mid-cap markets. At that point, market leadership began to rotate toward value and smaller-cap stocks. Within this environment, sub-adviser Portolan Capital Management (+79%) outperformed the benchmark by a substantial margin and was the top relative contributor. During 2020, Portolan shifted from a more defensive posture to having greater exposure to economically sensitive stocks – a strategy that worked exceptionally well. For the period, favorable overall positioning in the financials and energy sectors added the most value for this manager. The U.S. SMID-Cap Growth strategy managed by AB (+65%) – an aggressive-growth approach – also handily surpassed the benchmark and provided a further boost to the Fund’s relative result. With this strategy, AB uses a combination of fundamental and quantitative research as it seeks to identify companies with earnings growth potential that it believes may be underestimated by the market. On the downside, LSV Asset Management (+30%) was the Fund's biggest relative detractor. This manager employs a quantitative, deep-value strategy – an investment approach that was out of favor until later in the period. Sub-adviser Boston Partners Global Investors (+35%), which seeks to invest in companies that it believes offer a combination of attractive valuation, high-quality business fundamentals and an improving earnings trend, also worked against relative performance the past 12 months period. In terms of positioning changes, in December, we hired River Road as a sub-adviser to gain access to its quality-oriented value strategy. Looking ahead, I believe the U.S. economic recovery may accelerate. As a result, I plan to emphasize managers with substantial exposure to economically sensitive stocks, given my view that value and small-cap stocks may continue to outperform the broad equity market.

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 28, 2021

(excluding cash equivalents) % of fund's net assets 
Fidelity Small Cap Index Fund 5.8 
PIMCO StocksPLUS Small Fund Institutional Class 2.9 
T. Rowe Price Institutional Small-Cap Stock Fund 2.3 
j2 Global, Inc. 1.1 
Fidelity Small Cap Growth Fund 1.0 
Fidelity SAI Real Estate Index Fund 0.9 
Royce Opportunity Fund Service Class 0.7 
ON Semiconductor Corp. 0.7 
Fidelity Small Cap Discovery Fund 0.6 
Generac Holdings, Inc. 0.6 
 16.6 

Top Five Market Sectors as of February 28, 2021

(stocks only) % of fund's net assets 
Industrials 16.8 
Information Technology 16.6 
Consumer Discretionary 12.5 
Financials 12.0 
Health Care 10.7 

Asset Allocation (% of fund's net assets)

As of February 28, 2021 
   Common Stocks 83.0% 
   Mid-Cap Blend Funds 0.2% 
   Small Blend Funds 9.9% 
   Small Growth Funds 3.3% 
   Small Value Funds 0.7% 
   Sector Funds 0.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 2.0% 


Asset allocations of funds in the pie chart reflect the categorizations of assets as defined by Morningstar as of the reporting date.

Schedule of Investments February 28, 2021

Showing Percentage of Net Assets

Common Stocks - 83.0%   
 Shares Value 
COMMUNICATION SERVICES - 1.9%   
Diversified Telecommunication Services - 0.4%   
Bandwidth, Inc. (a) 86,957 $13,770,511 
Liberty Latin America Ltd.:   
Class A (a) 129,330 1,418,750 
Class C (a) 218,400 2,393,664 
Lumen Technologies, Inc. 463,300 5,693,957 
Vonage Holdings Corp. (a) 676,630 8,945,049 
  32,221,931 
Entertainment - 0.1%   
Activision Blizzard, Inc. 11,800 1,128,198 
Electronic Arts, Inc. 9,677 1,296,428 
Eros International PLC (a)(b) 830,767 1,520,304 
IMAX Corp. (a) 29,900 618,033 
Sciplay Corp. (A Shares) (a) 9,044 164,149 
World Wrestling Entertainment, Inc. Class A 143,042 7,066,275 
  11,793,387 
Interactive Media & Services - 0.7%   
Alphabet, Inc. Class C (a) 2,270 4,623,672 
Bumble, Inc. 16,821 1,132,222 
CarGurus, Inc. Class A (a) 193,650 5,025,218 
Cars.com, Inc. (a) 198,000 2,310,660 
Facebook, Inc. Class A (a) 19,989 5,149,566 
IAC (a) 53,562 13,113,584 
Match Group, Inc. (a) 110,412 16,876,474 
MDF Commerce, Inc. (a) 193,292 2,106,883 
QuinStreet, Inc. (a) 376,402 8,992,244 
Yelp, Inc. (a) 122,936 4,635,917 
Zillow Group, Inc. Class A (a) 1,900 322,658 
  64,289,098 
Media - 0.7%   
AMC Networks, Inc. Class A (a)(b) 95,455 6,260,893 
Criteo SA sponsored ADR (a) 238,862 8,214,464 
Entercom Communications Corp. Class A 862,300 3,854,481 
Gray Television, Inc. 243,500 4,419,525 
Interpublic Group of Companies, Inc. 32,200 841,064 
National CineMedia, Inc. 24,486 115,574 
News Corp. Class A 39,200 919,240 
Nexstar Broadcasting Group, Inc. Class A 85,460 11,755,023 
Ocean Outdoor Ltd. (a)(c) 1,223,674 9,422,290 
TechTarget, Inc. (a) 16,372 1,369,190 
Tegna, Inc. 222,526 4,056,649 
ViacomCBS, Inc. Class B 144,600 9,325,254 
  60,553,647 
Wireless Telecommunication Services - 0.0%   
Boingo Wireless, Inc. (a) 124,682 1,421,375 
TOTAL COMMUNICATION SERVICES  170,279,438 
CONSUMER DISCRETIONARY - 12.5%   
Auto Components - 1.2%   
BorgWarner, Inc. 162,700 7,321,500 
Cooper Tire & Rubber Co. 151,392 8,665,678 
Cooper-Standard Holding, Inc. (a) 245,469 8,792,700 
Dana, Inc. 510,939 12,165,458 
Dorman Products, Inc. (a) 11,448 1,141,480 
Fox Factory Holding Corp. (a) 41,539 5,281,684 
Gentex Corp. 258,117 9,132,179 
LCI Industries 114,558 16,145,805 
Lear Corp. 109,386 18,167,921 
Magna International, Inc. Class A 40,813 3,436,455 
Standard Motor Products, Inc. 42,946 1,804,161 
The Goodyear Tire & Rubber Co. 684,821 11,511,841 
XL Fleet Corp. (Class A) (a)(b) 235,323 3,334,527 
  106,901,389 
Automobiles - 0.3%   
Fisker, Inc. (a)(b) 93,420 2,662,470 
Harley-Davidson, Inc. 305,095 10,882,739 
Thor Industries, Inc. 100,888 11,809,949 
  25,355,158 
Distributors - 1.0%   
Genuine Parts Co. 8,100 853,335 
LKQ Corp. (a) 1,045,331 41,175,588 
Pool Corp. 144,857 48,493,778 
  90,522,701 
Diversified Consumer Services - 1.5%   
Adtalem Global Education, Inc. (a) 87,900 3,454,470 
American Public Education, Inc. (a) 286,425 8,432,352 
Bright Horizons Family Solutions, Inc. (a) 120,847 19,294,432 
Chegg, Inc. (a) 157,709 15,223,650 
Frontdoor, Inc. (a) 815,857 42,726,431 
Grand Canyon Education, Inc. (a) 73,098 7,652,630 
H&R Block, Inc. 254,715 4,898,169 
Houghton Mifflin Harcourt Co. (a) 470,513 2,870,129 
OneSpaWorld Holdings Ltd. 253,752 2,768,434 
Regis Corp. (a) 312,386 3,670,536 
Service Corp. International 94,776 4,526,502 
Strategic Education, Inc. 39,004 3,546,244 
Stride, Inc. (a) 353,898 8,511,247 
Terminix Global Holdings, Inc. (a) 22,800 1,026,228 
WW International, Inc. (a) 264,652 7,804,587 
  136,406,041 
Hotels, Restaurants & Leisure - 1.2%   
Brinker International, Inc. 50,060 3,433,615 
Caesars Entertainment, Inc. (a) 8,400 784,896 
Churchill Downs, Inc. 20,610 4,753,284 
Darden Restaurants, Inc. 8,600 1,181,038 
Extended Stay America, Inc. unit 445,903 7,174,579 
Great Canadian Gaming Corp. (a)(b) 152,676 5,086,801 
Hilton Grand Vacations, Inc. (a) 255,600 10,098,756 
International Game Technology PLC 172,421 3,153,580 
Kura Sushi U.S.A., Inc. Class A (a) 17,911 535,360 
Papa John's International, Inc. 51,177 4,615,654 
Penn National Gaming, Inc. (a) 43,070 4,986,645 
Planet Fitness, Inc. (a) 185,230 15,946,451 
Playa Hotels & Resorts NV (a) 1,138,364 8,162,070 
Travel+Leisure Co. 123,600 7,469,148 
Vail Resorts, Inc. 60,453 18,690,859 
Wendy's Co. 478,780 9,781,475 
Wingstop, Inc. 11,737 1,597,993 
  107,452,204 
Household Durables - 1.3%   
Cavco Industries, Inc. (a) 3,385 713,930 
Helen of Troy Ltd. (a) 14,641 3,174,169 
Installed Building Products, Inc. 100,814 11,025,019 
iRobot Corp. (a) 11,057 1,372,284 
KB Home 190,179 7,679,428 
La-Z-Boy, Inc. 141,341 6,022,540 
LGI Homes, Inc. (a) 24,359 2,661,221 
M.D.C. Holdings, Inc. 135,000 7,636,950 
Mohawk Industries, Inc. (a) 23,714 4,149,713 
NVR, Inc. (a) 853 3,839,217 
PulteGroup, Inc. 364,474 16,441,422 
Purple Innovation, Inc. (a) 99,508 3,660,899 
Skyline Champion Corp. (a) 148,610 6,575,993 
Sonos, Inc. (a) 77,003 2,998,497 
Taylor Morrison Home Corp. (a) 325,738 8,961,052 
Tempur Sealy International, Inc. 505,617 16,892,664 
Toll Brothers, Inc. 64,879 3,465,836 
TopBuild Corp. (a) 24,103 4,589,452 
Whirlpool Corp. 45,800 8,705,664 
  120,565,950 
Internet & Direct Marketing Retail - 0.9%   
Amazon.com, Inc. (a) 3,338 10,324,200 
CarParts.com, Inc. (a)(b) 54,980 974,795 
Chewy, Inc. (a) 68,240 6,930,454 
Etsy, Inc. (a) 115,826 25,512,993 
Overstock.com, Inc. (a) 32,128 2,158,038 
PetMed Express, Inc. (b) 8,038 278,999 
Porch Group, Inc. Class A (a)(b) 469,927 8,439,889 
Quotient Technology, Inc. (a) 228,431 3,065,544 
Qurate Retail, Inc. Series A 153,648 1,908,308 
Revolve Group, Inc. (a) 6,317 291,214 
Shutterstock, Inc. 126,810 11,188,446 
Stamps.com, Inc. (a) 43,773 7,963,622 
The RealReal, Inc. (a) 65,176 1,664,595 
Waitr Holdings, Inc. (a) 843,209 2,681,405 
  83,382,502 
Leisure Products - 0.7%   
Brunswick Corp. 356,640 31,516,277 
Callaway Golf Co. 219,705 6,140,755 
Clarus Corp. 313,670 5,445,311 
Hasbro, Inc. 25,695 2,407,878 
Malibu Boats, Inc. Class A (a) 69,843 5,206,097 
Polaris, Inc. 46,784 5,509,284 
Sturm, Ruger & Co., Inc. 6,937 473,103 
YETI Holdings, Inc. (a) 29,672 2,040,543 
  58,739,248 
Multiline Retail - 0.1%   
Dillard's, Inc. Class A 8,250 657,525 
Kohl's Corp. 87,200 4,817,800 
Ollie's Bargain Outlet Holdings, Inc. (a) 34,710 2,869,823 
Target Corp. 5,978 1,096,604 
  9,441,752 
Specialty Retail - 2.5%   
Academy Sports & Outdoors, Inc. 110,092 2,637,804 
Advance Auto Parts, Inc. 73,411 11,771,454 
America's Car Mart, Inc. (a) 46,883 6,329,205 
Arko Corp. (a)(b) 284,458 2,636,926 
AutoNation, Inc. (a) 23,171 1,738,288 
Burlington Stores, Inc. (a) 4,100 1,061,162 
CarMax, Inc. (a) 14,403 1,721,303 
Destination XL Group, Inc. (a) 1,761,550 1,259,508 
Five Below, Inc. (a) 32,769 6,098,966 
Floor & Decor Holdings, Inc. Class A (a) 68,720 6,534,585 
Foot Locker, Inc. 502,359 24,158,444 
Gap, Inc. 293,300 7,317,835 
Genesco, Inc. (a) 38,823 1,744,706 
Group 1 Automotive, Inc. 43,800 6,676,872 
Haverty Furniture Companies, Inc. 111,154 4,020,440 
Lithia Motors, Inc. Class A (sub. vtg.) 36,592 13,683,578 
Michaels Companies, Inc. (a) 204,148 3,062,220 
Murphy U.S.A., Inc. 55,003 6,856,124 
National Vision Holdings, Inc. (a) 128,486 6,101,800 
Penske Automotive Group, Inc. 90,200 6,131,796 
RH (a) 9,549 4,682,543 
Sally Beauty Holdings, Inc. (a) 2,764,753 44,512,523 
Sonic Automotive, Inc. Class A (sub. vtg.) 111,800 5,155,098 
The Aaron's Co., Inc. 25,900 568,764 
The Children's Place Retail Stores, Inc. (a)(b) 18,822 1,303,424 
The Container Store Group, Inc. (a) 168,180 2,578,199 
The ODP Corp. 99,500 3,807,865 
TravelCenters of America LLC (a) 296,352 7,124,302 
Vroom, Inc. 643,413 28,471,025 
Williams-Sonoma, Inc. 48,592 6,379,644 
Winmark Corp. 1,183 208,788 
Zumiez, Inc. (a) 80,296 3,619,744 
  229,954,935 
Textiles, Apparel & Luxury Goods - 1.8%   
Capri Holdings Ltd. (a) 218,491 10,196,975 
Carter's, Inc. 156,009 13,022,071 
Columbia Sportswear Co. 11,400 1,174,998 
Crocs, Inc. (a) 58,914 4,519,882 
Deckers Outdoor Corp. (a) 2,700 880,497 
Hanesbrands, Inc. 1,435,455 25,393,199 
Kontoor Brands, Inc. 216,200 9,134,450 
Levi Strauss & Co. Class A (b) 42,500 988,550 
PVH Corp. 22,900 2,289,084 
Ralph Lauren Corp. 83,311 9,754,052 
Skechers U.S.A., Inc. Class A (sub. vtg.) (a) 1,435,508 52,539,593 
Steven Madden Ltd. 420,447 15,552,335 
Tapestry, Inc. 291,010 12,263,161 
Under Armour, Inc. Class C (non-vtg.) (a) 339,283 6,174,951 
  163,883,798 
TOTAL CONSUMER DISCRETIONARY  1,132,605,678 
CONSUMER STAPLES - 3.4%   
Beverages - 0.1%   
Boston Beer Co., Inc. Class A (a) 400 411,484 
Molson Coors Beverage Co. Class B 246,908 10,975,061 
National Beverage Corp. (b) 9,245 440,617 
  11,827,162 
Food & Staples Retailing - 0.8%   
BJ's Wholesale Club Holdings, Inc. (a) 509,070 20,454,433 
Casey's General Stores, Inc. 74,167 14,978,767 
Grocery Outlet Holding Corp. (a) 65,177 2,345,720 
Ingles Markets, Inc. Class A 51,612 2,681,760 
Performance Food Group Co. (a) 359,251 19,485,774 
SpartanNash Co. 128,500 2,342,555 
Sprouts Farmers Market LLC (a) 124,700 2,632,417 
U.S. Foods Holding Corp. (a) 205,040 7,475,758 
Weis Markets, Inc. 60,806 3,250,081 
  75,647,265 
Food Products - 1.6%   
Beyond Meat, Inc. (a)(b) 23,630 3,437,692 
Bunge Ltd. 110,660 8,474,343 
Darling Ingredients, Inc. (a) 88,125 5,555,400 
Flowers Foods, Inc. 78,035 1,697,261 
Fresh Del Monte Produce, Inc. 196,136 5,048,541 
Freshpet, Inc. (a) 92,898 14,480,940 
Hostess Brands, Inc. Class A (a) 411,947 5,927,917 
Ingredion, Inc. 103,662 9,350,312 
J&J Snack Foods Corp. 5,919 939,700 
John B. Sanfilippo & Son, Inc. 3,498 302,437 
Lamb Weston Holdings, Inc. 171,796 13,704,167 
Lancaster Colony Corp. 7,749 1,353,518 
Nomad Foods Ltd. (a) 1,735,526 40,993,124 
Pilgrim's Pride Corp. (a) 238,600 5,342,254 
SunOpta, Inc. (a) 660,639 10,266,330 
The Hain Celestial Group, Inc. (a) 214,518 9,048,369 
The J.M. Smucker Co. 70,000 7,840,000 
Tootsie Roll Industries, Inc. (b) 6,920 213,205 
  143,975,510 
Household Products - 0.5%   
Central Garden & Pet Co. Class A (non-vtg.) (a) 109,100 4,528,741 
Energizer Holdings, Inc. 157,868 6,598,882 
Reynolds Consumer Products, Inc. 331,100 9,141,671 
Spectrum Brands Holdings, Inc. 323,457 25,084,090 
WD-40 Co. 5,419 1,689,373 
  47,042,757 
Personal Products - 0.3%   
elf Beauty, Inc. (a) 367,237 9,419,629 
Herbalife Nutrition Ltd. (a) 44,845 2,017,128 
MediFast, Inc. 40,984 10,368,542 
Nu Skin Enterprises, Inc. Class A 48,569 2,485,761 
USANA Health Sciences, Inc. (a) 4,749 460,938 
  24,751,998 
Tobacco - 0.1%   
Universal Corp. 87,659 4,454,830 
Vector Group Ltd. 50,450 688,643 
  5,143,473 
TOTAL CONSUMER STAPLES  308,388,165 
ENERGY - 1.8%   
Energy Equipment & Services - 0.3%   
Championx Corp. (a) 445,173 9,468,830 
Dril-Quip, Inc. (a) 162,323 5,512,489 
Halliburton Co. 216,230 4,720,301 
Helmerich & Payne, Inc. 177,657 5,104,086 
Nextier Oilfield Solutions, Inc. (a) 331,142 1,539,810 
  26,345,516 
Oil, Gas & Consumable Fuels - 1.5%   
Aemetis, Inc. (a) 240,946 2,368,499 
ARC Resources Ltd. 369,250 2,211,808 
Cabot Oil & Gas Corp. 20,000 370,200 
Cenovus Energy, Inc. 374,665 2,776,268 
Cimarex Energy Co. 144,358 8,371,320 
Delek U.S. Holdings, Inc. 214,629 5,271,288 
Denbury, Inc. (a) 164,848 7,047,252 
Devon Energy Corp. 184,000 3,963,360 
Diamondback Energy, Inc. 143,568 9,946,391 
Enerplus Corp. 522,865 2,530,667 
Enviva Partners LP 281,423 14,923,862 
Euronav NV (b) 368,488 3,253,749 
Green Plains, Inc. (a) 318,367 8,061,052 
HollyFrontier Corp. 681,256 25,805,977 
Magnolia Oil & Gas Corp. Class A (a) 88,600 1,068,516 
National Energy Services Reunited Corp. (a) 167,698 2,221,999 
Navigator Holdings Ltd. (a) 170,556 1,708,971 
PBF Energy, Inc. Class A 36,119 512,890 
Renewable Energy Group, Inc. (a) 5,200 404,404 
Rex American Resources Corp. (a) 35,658 3,354,348 
Scorpio Tankers, Inc. (b) 296,846 4,381,447 
Southwestern Energy Co. (a) 1,089,500 4,412,475 
Talos Energy, Inc. (a) 104,397 1,105,564 
Tourmaline Oil Corp. 268,910 4,899,540 
W&T Offshore, Inc. (a)(b) 28,600 94,094 
World Fuel Services Corp. 406,535 12,635,108 
  133,701,049 
TOTAL ENERGY  160,046,565 
FINANCIALS - 12.0%   
Banks - 4.3%   
Associated Banc-Corp. 39,400 793,910 
Bank of America Corp. 74,335 2,580,168 
Bank OZK 415,709 17,135,525 
BankUnited, Inc. 636,731 25,590,219 
Cathay General Bancorp 102,900 3,873,156 
CIT Group, Inc. 69,500 3,151,825 
Citizens Financial Group, Inc. 271,800 11,806,992 
Columbia Banking Systems, Inc. 47,152 2,088,362 
Comerica, Inc. 175,975 11,983,898 
Commerce Bancshares, Inc. 110,194 8,157,662 
Cullen/Frost Bankers, Inc. 82,445 8,607,258 
East West Bancorp, Inc. 33,460 2,414,474 
Fifth Third Bancorp 274,500 9,522,405 
First Citizens Bancshares, Inc. 22,150 16,344,264 
First Financial Bankshares, Inc. 49,447 2,208,303 
First Hawaiian, Inc. 259,512 7,237,790 
First Horizon National Corp. 1,548,613 25,087,531 
First Merchants Corp. 75,285 3,165,734 
Fulton Financial Corp. 239,600 3,701,820 
Hancock Whitney Corp. 82,900 3,129,475 
Hanmi Financial Corp. 108,800 1,862,656 
Hope Bancorp, Inc. 340,100 4,475,716 
Huntington Bancshares, Inc. 747,642 11,468,828 
Investors Bancorp, Inc. 174,767 2,331,392 
KeyCorp 420,100 8,460,814 
Midland States Bancorp, Inc. 20,484 501,858 
PacWest Bancorp 307,154 11,131,261 
Peoples Bancorp, Inc. 40,051 1,247,188 
Preferred Bank, Los Angeles 5,376 311,539 
Regions Financial Corp. 486,573 10,038,001 
ServisFirst Bancshares, Inc. 255,414 12,658,318 
Signature Bank 57,350 12,521,799 
South State Corp. 34,506 2,721,143 
Sterling Bancorp 439,198 9,587,692 
SVB Financial Group (a) 33,340 16,848,702 
Synovus Financial Corp. 394,114 16,674,963 
TCF Financial Corp. 18,581 832,800 
Texas Capital Bancshares, Inc. (a) 134,559 10,253,396 
Umpqua Holdings Corp. 604,199 10,313,677 
United Community Bank, Inc. 130,200 4,304,412 
Valley National Bancorp 338,053 4,141,149 
Veritex Holdings, Inc. 111,537 3,243,496 
Webster Financial Corp. 193,625 10,709,399 
Western Alliance Bancorp. 261,617 23,940,572 
Wintrust Financial Corp. 168,920 12,442,647 
Zions Bancorp NA 331,835 17,643,667 
  389,247,856 
Capital Markets - 2.5%   
Ares Management Corp. 103,970 5,404,361 
Artisan Partners Asset Management, Inc. 94,454 4,486,565 
B. Riley Financial, Inc. 180,758 11,897,492 
Cohen & Steers, Inc. 9,283 597,640 
Diamond Hill Investment Group, Inc. 1,161 164,688 
Evercore, Inc. Class A 84,720 10,146,914 
FactSet Research Systems, Inc. 42,347 12,869,677 
Federated Hermes, Inc. Class B (non-vtg.) 37,739 1,008,386 
Focus Financial Partners, Inc. Class A (a) 336,545 15,820,980 
FS KKR Capital Corp. 107,750 2,067,723 
Houlihan Lokey 20,117 1,278,637 
Lazard Ltd. Class A 394,006 15,244,092 
LPL Financial 373,348 49,110,196 
Moelis & Co. Class A 336,301 17,366,584 
Morningstar, Inc. 52,304 11,729,172 
Newtek Business Services Corp. (b) 120,383 2,766,401 
Oaktree Specialty Lending Corp. 926,370 5,697,176 
Open Lending Corp. (a) 74,029 2,830,869 
PJT Partners, Inc. 55,466 3,867,090 
Prospect Capital Corp. (b) 499,800 3,643,542 
SEI Investments Co. 48,217 2,700,152 
StepStone Group, Inc. Class A 184,944 6,659,833 
Stifel Financial Corp. 165,380 10,101,410 
Victory Capital Holdings, Inc. 654,210 15,537,488 
WisdomTree Investments, Inc. 1,800,693 9,543,673 
  222,540,741 
Consumer Finance - 1.0%   
Ally Financial, Inc. 208,815 8,665,823 
Encore Capital Group, Inc. (a) 59,069 1,974,086 
Enova International, Inc. (a) 224,257 6,884,690 
First Cash Financial Services, Inc. 9,100 576,212 
LendingTree, Inc. (a)(b) 5,550 1,492,229 
Navient Corp. 1,321,893 16,365,035 
OneMain Holdings, Inc. 278,161 13,048,533 
PRA Group, Inc. (a) 79,960 2,947,326 
PROG Holdings, Inc. 137,804 6,890,200 
Regional Management Corp. 95,000 3,075,150 
SLM Corp. 1,083,393 17,106,775 
Synchrony Financial 199,525 7,717,627 
  86,743,686 
Diversified Financial Services - 0.5%   
Banco Latinoamericano de Comercio Exterior SA Series E 75,700 1,155,182 
Cannae Holdings, Inc. (a) 245,978 9,187,278 
ECN Capital Corp. 687,092 4,325,588 
Jaws Acquisition Corp. (a)(b) 1,273,314 18,233,856 
Voya Financial, Inc. 250,690 15,111,593 
  48,013,497 
Insurance - 2.7%   
Alleghany Corp. 8,335 5,387,994 
American Equity Investment Life Holding Co. 168,717 4,661,651 
American Financial Group, Inc. 161,691 17,252,430 
American International Group, Inc. 113,575 4,991,621 
Amerisafe, Inc. 7,665 448,556 
Assurant, Inc. 34,675 4,272,654 
Assured Guaranty Ltd. 266,679 11,792,545 
Axis Capital Holdings Ltd. 191,248 9,663,761 
Brown & Brown, Inc. 9,700 445,230 
BRP Group, Inc. (a) 18,800 498,764 
Chubb Ltd. 13,425 2,182,637 
CNA Financial Corp. 273,352 11,628,394 
CNO Financial Group, Inc. 339,200 8,161,152 
Crawford & Co. Class B 124,426 1,132,277 
eHealth, Inc. (a)(b) 31,100 1,847,962 
Erie Indemnity Co. Class A 9,890 2,394,369 
Everest Re Group Ltd. 72,783 17,599,657 
First American Financial Corp. 184,819 9,710,390 
FNF Group 160,931 6,160,439 
Genworth Financial, Inc. Class A (a) 729,306 2,275,435 
Globe Life, Inc. 29,747 2,778,370 
GoHealth, Inc. (a) 198,100 2,688,217 
Goosehead Insurance 25,515 3,305,213 
Hanover Insurance Group, Inc. 109,478 12,628,287 
Heritage Insurance Holdings, Inc. 127,900 1,241,909 
Kinsale Capital Group, Inc. 93,510 16,463,371 
Lincoln National Corp. 138,400 7,870,808 
Old Republic International Corp. 367,800 7,109,574 
Primerica, Inc. 15,671 2,213,215 
ProAssurance Corp. 198,710 4,918,073 
Reinsurance Group of America, Inc. 133,496 16,317,216 
RenaissanceRe Holdings Ltd. 23,266 3,884,957 
RLI Corp. 127,368 13,289,577 
Selective Insurance Group, Inc. 72,408 4,911,435 
Stewart Information Services Corp. 61,617 2,908,322 
Universal Insurance Holdings, Inc. 101,536 1,511,871 
Unum Group 241,300 6,389,624 
White Mountains Insurance Group Ltd. 12,336 14,742,260 
  247,680,217 
Mortgage Real Estate Investment Trusts - 0.3%   
AGNC Investment Corp. 221,357 3,548,353 
Annaly Capital Management, Inc. 512,600 4,259,706 
Ares Commercial Real Estate Corp. 111,656 1,541,969 
Blackstone Mortgage Trust, Inc. 87,307 2,549,364 
Chimera Investment Corp. 176,100 2,032,194 
MFA Financial, Inc. 419,200 1,685,184 
Redwood Trust, Inc. 219,495 2,159,831 
Starwood Property Trust, Inc. 205,210 4,684,944 
  22,461,545 
Thrifts & Mortgage Finance - 0.7%   
Axos Financial, Inc. (a) 146,075 6,758,890 
Essent Group Ltd. 345,322 14,237,626 
Farmer Mac Class C (non-vtg.) 71,538 6,170,153 
HomeStreet, Inc. 47,800 2,053,488 
MGIC Investment Corp. 712,686 8,680,515 
Mr. Cooper Group, Inc. (a) 123,370 3,879,987 
NMI Holdings, Inc. (a) 115,926 2,650,068 
Pennymac Financial Services, Inc. 84,464 5,001,113 
Radian Group, Inc. 196,700 4,012,680 
Walker & Dunlop, Inc. 90,567 9,025,907 
  62,470,427 
TOTAL FINANCIALS  1,079,157,969 
HEALTH CARE - 10.7%   
Biotechnology - 2.6%   
ACADIA Pharmaceuticals, Inc. (a) 146,623 7,180,128 
ADC Therapeutics SA (a) 65,646 1,745,527 
Agios Pharmaceuticals, Inc. (a) 135,763 6,440,597 
Akebia Therapeutics, Inc. (a) 187,897 650,124 
Albireo Pharma, Inc. (a) 58,409 2,036,138 
Allakos, Inc. (a) 38,633 4,681,547 
Allogene Therapeutics, Inc. (a) 63,590 2,207,209 
Amicus Therapeutics, Inc. (a) 94,130 1,155,916 
Applied Genetic Technologies Corp. (a)(b) 616,021 3,129,387 
Arena Pharmaceuticals, Inc. (a) 79,229 6,366,050 
Arrowhead Pharmaceuticals, Inc. (a) 44,320 3,530,531 
Ascendis Pharma A/S sponsored ADR (a) 40,330 6,249,940 
Aurinia Pharmaceuticals, Inc. (a)(b) 46,800 655,200 
Avid Bioservices, Inc. (a) 286,236 5,890,737 
Biohaven Pharmaceutical Holding Co. Ltd. (a) 62,444 5,306,491 
BioMarin Pharmaceutical, Inc. (a) 48,544 3,758,762 
Blueprint Medicines Corp. (a) 48,172 4,731,454 
Catalyst Pharmaceutical Partners, Inc. (a) 482,137 1,875,513 
Coherus BioSciences, Inc. (a) 107,230 1,741,415 
Deciphera Pharmaceuticals, Inc. (a) 175,355 7,677,042 
Emergent BioSolutions, Inc. (a) 106,912 10,263,552 
Exact Sciences Corp. (a) 36,417 4,957,082 
Fate Therapeutics, Inc. (a) 73,276 6,574,323 
Global Blood Therapeutics, Inc. (a) 75,921 3,234,235 
Halozyme Therapeutics, Inc. (a) 285,829 12,933,762 
Heron Therapeutics, Inc. (a) 518,161 9,368,351 
ImmunoGen, Inc. (a) 161,400 1,412,250 
Insmed, Inc. (a) 66,238 2,369,333 
Intellia Therapeutics, Inc. (a) 12,950 782,957 
Iovance Biotherapeutics, Inc. (a) 201,762 7,525,723 
Karyopharm Therapeutics, Inc. (a)(b) 139,022 1,921,284 
Kodiak Sciences, Inc. (a) 93,002 11,998,188 
Legend Biotech Corp. ADR 53,871 1,464,214 
Ligand Pharmaceuticals, Inc. Class B (a)(b) 57,890 8,580,456 
Natera, Inc. (a) 6,600 766,194 
Neurocrine Biosciences, Inc. (a) 201,801 22,099,228 
Precision BioSciences, Inc. (a) 114,053 1,364,074 
PTC Therapeutics, Inc. (a) 57,700 3,294,670 
Puma Biotechnology, Inc. (a) 45,458 452,762 
Recro Pharma, Inc. (a) 1,041,448 3,572,167 
Repligen Corp. (a) 35,975 7,640,730 
Sage Therapeutics, Inc. (a) 26,380 2,242,300 
Springworks Therapeutics, Inc. (a) 68,814 5,921,445 
Syros Pharmaceuticals, Inc. (a) 150,980 1,268,232 
Turning Point Therapeutics, Inc. (a) 34,000 4,008,940 
Twist Bioscience Corp. (a) 32,070 4,414,115 
Ultragenyx Pharmaceutical, Inc. (a) 23,908 3,383,938 
United Therapeutics Corp. (a) 46,200 7,723,716 
Viking Therapeutics, Inc. (a)(b) 688,425 4,639,985 
Vir Biotechnology, Inc. (a) 42,356 2,652,756 
  235,840,670 
Health Care Equipment & Supplies - 3.0%   
Abiomed, Inc. (a) 35,861 11,638,688 
Atricure, Inc. (a) 73,970 4,828,022 
Atrion Corp. 558 348,694 
AxoGen, Inc. (a) 826,428 18,264,059 
Axonics Modulation Technologies, Inc. (a) 14,600 734,526 
Envista Holdings Corp. (a) 259,591 10,004,637 
Globus Medical, Inc. (a) 29,870 1,866,875 
Hill-Rom Holdings, Inc. 27,600 2,944,092 
Hologic, Inc. (a) 173,533 12,509,994 
ICU Medical, Inc. (a) 44,990 9,335,425 
IDEXX Laboratories, Inc. (a) 13,168 6,849,599 
Inari Medical, Inc. 55,873 5,844,316 
Insulet Corp. (a) 19,995 5,180,705 
Integra LifeSciences Holdings Corp. (a) 82,145 5,613,789 
iRhythm Technologies, Inc. (a) 19,670 3,164,903 
Masimo Corp. (a) 30,518 7,651,778 
Merit Medical Systems, Inc. (a) 488,632 27,226,575 
Neogen Corp. (a) 21,029 1,722,696 
Nevro Corp. (a) 25,352 4,187,643 
Novocure Ltd. (a) 54,180 8,078,238 
Ortho Clinical Diagnostics Holdings PLC 503,453 8,709,737 
Quidel Corp. (a) 65,340 10,732,748 
Semler Scientific, Inc. (a) 51,233 5,150,453 
Silk Road Medical, Inc. (a) 66,143 3,622,652 
SmileDirectClub, Inc. (a)(b) 337,460 3,914,536 
STERIS PLC 210,645 36,820,746 
Surgalign Holdings, Inc. (a) 2,607,381 6,362,010 
Talis Biomedical Corp. 324,082 5,593,655 
Tandem Diabetes Care, Inc. (a) 46,380 4,452,016 
Teleflex, Inc. 27,968 11,134,620 
The Cooper Companies, Inc. 20,897 8,068,959 
ViewRay, Inc. (a) 28,496 124,243 
West Pharmaceutical Services, Inc. 64,091 17,987,139 
  270,668,768 
Health Care Providers & Services - 2.4%   
Amedisys, Inc. (a) 23,570 5,978,295 
AMN Healthcare Services, Inc. (a) 159,856 11,648,707 
Castle Biosciences, Inc. (a) 80,030 6,088,682 
Centene Corp. (a) 136,505 7,991,003 
Chemed Corp. 29,964 13,340,272 
Corvel Corp. (a) 3,627 368,141 
DaVita HealthCare Partners, Inc. (a) 63,300 6,464,829 
Encompass Health Corp. 245,068 19,713,270 
Five Star Senior Living, Inc. (a) 300,153 2,005,022 
Guardant Health, Inc. (a) 50,049 7,366,212 
HealthEquity, Inc. (a) 230,390 18,972,617 
Henry Schein, Inc. (a) 130,604 8,077,857 
LHC Group, Inc. (a) 28,910 5,253,236 
MEDNAX, Inc. (a) 853,512 20,851,298 
Molina Healthcare, Inc. (a) 113,713 24,648,430 
National Healthcare Corp. 4,871 338,778 
National Research Corp. Class A 5,304 274,058 
Ontrak, Inc. (a)(b) 116,349 6,857,610 
Owens & Minor, Inc. 48,800 1,659,688 
Premier, Inc. 608,009 20,562,864 
Progyny, Inc. (a) 20,600 867,054 
Quest Diagnostics, Inc. 37,500 4,334,625 
R1 RCM, Inc. (a) 176,543 4,879,649 
Select Medical Holdings Corp. (a) 254,300 8,048,595 
U.S. Physical Therapy, Inc. 5,093 597,103 
Universal Health Services, Inc. Class B 87,107 10,917,120 
  218,105,015 
Health Care Technology - 0.4%   
American Well Corp. (b) 96,985 2,373,223 
Certara, Inc. 160,062 5,546,148 
Change Healthcare, Inc. (a) 151,987 3,475,943 
iCAD, Inc. (a)(b) 362,080 6,694,859 
Inovalon Holdings, Inc. Class A (a) 61,530 1,511,177 
Omnicell, Inc. (a) 79,517 10,090,707 
Phreesia, Inc. (a) 17,400 1,065,750 
  30,757,807 
Life Sciences Tools & Services - 1.2%   
10X Genomics, Inc. (a) 41,309 7,352,589 
Avantor, Inc. (a) 277,979 7,747,275 
Berkeley Lights, Inc. (a) 58,003 3,594,446 
Bio-Rad Laboratories, Inc. Class A (a) 5,227 3,055,182 
Bio-Techne Corp. 15,286 5,528,793 
Bruker Corp. 53,434 3,258,405 
Charles River Laboratories International, Inc. (a) 18,650 5,336,511 
Harvard Bioscience, Inc. (a) 759,484 3,334,135 
ICON PLC (a) 63,174 11,414,278 
Medpace Holdings, Inc. (a) 25,857 4,199,953 
PPD, Inc. 190,830 6,690,500 
PRA Health Sciences, Inc. (a) 8,400 1,238,244 
Sotera Health Co. 419,864 10,979,444 
Syneos Health, Inc. (a) 487,201 37,684,997 
  111,414,752 
Pharmaceuticals - 1.1%   
Aerie Pharmaceuticals, Inc. (a)(b) 146,429 2,692,829 
Arvinas Holding Co. LLC (a) 46,901 3,672,348 
Catalent, Inc. (a) 144,054 16,380,380 
Horizon Therapeutics PLC (a) 114,290 10,390,104 
Innoviva, Inc. (a) 267,362 3,055,948 
Jazz Pharmaceuticals PLC (a) 90,752 15,249,966 
Lannett Co., Inc. (a) 177,600 1,076,256 
Nektar Therapeutics (a) 107,906 2,448,387 
Ocular Therapeutix, Inc. (a) 314,640 5,770,498 
Pacira Biosciences, Inc. (a) 73,602 5,409,747 
Prestige Brands Holdings, Inc. (a) 77,789 3,244,579 
Reata Pharmaceuticals, Inc. (a) 25,700 3,142,082 
Revance Therapeutics, Inc. (a) 530,206 13,923,210 
Royalty Pharma PLC 224,900 10,473,593 
Supernus Pharmaceuticals, Inc. (a) 126,732 3,405,289 
Zogenix, Inc. (a) 70,446 1,494,160 
  101,829,376 
TOTAL HEALTH CARE  968,616,388 
INDUSTRIALS - 16.8%   
Aerospace & Defense - 0.7%   
AAR Corp. 173,349 6,895,823 
Axon Enterprise, Inc. (a) 65,188 10,787,962 
BWX Technologies, Inc. 69,235 4,016,322 
Cubic Corp. 31,244 2,169,896 
Curtiss-Wright Corp. 41,422 4,576,717 
HEICO Corp. Class A 9,000 1,041,840 
Howmet Aerospace, Inc. 136,452 3,835,666 
Huntington Ingalls Industries, Inc. 83,487 14,686,198 
Mercury Systems, Inc. (a) 86,780 5,671,941 
Moog, Inc. Class A 52,400 4,069,384 
Textron, Inc. 131,637 6,626,607 
  64,378,356 
Air Freight & Logistics - 0.8%   
Air Transport Services Group, Inc. (a) 367,065 9,741,905 
Atlas Air Worldwide Holdings, Inc. (a) 91,000 5,016,830 
C.H. Robinson Worldwide, Inc. 228,555 20,764,222 
Forward Air Corp. 141,323 12,121,274 
XPO Logistics, Inc. (a) 242,728 28,302,085 
  75,946,316 
Airlines - 0.5%   
Air Canada (a) 119,841 2,368,058 
Alaska Air Group, Inc. 272,531 17,719,966 
JetBlue Airways Corp. (a) 394,100 7,263,263 
SkyWest, Inc. 310,509 17,503,392 
  44,854,679 
Building Products - 1.2%   
A.O. Smith Corp. 53,681 3,187,041 
AAON, Inc. 16,165 1,246,322 
Advanced Drain Systems, Inc. 89,630 9,861,093 
Apogee Enterprises, Inc. 76,492 2,860,801 
Armstrong World Industries, Inc. 131,505 11,254,198 
Builders FirstSource, Inc. (a) 96,980 4,195,840 
Caesarstone Sdot-Yam Ltd. 392,950 4,955,100 
CSW Industrials, Inc. 5,427 681,468 
Fortune Brands Home & Security, Inc. 154,875 12,876,308 
Gibraltar Industries, Inc. (a) 18,230 1,592,391 
Griffon Corp. 160,926 3,958,780 
Lennox International, Inc. 49,764 13,922,474 
Masonite International Corp. (a) 158,392 17,378,770 
Owens Corning 125,416 10,161,204 
PGT Innovations, Inc. (a) 77,870 1,836,953 
Simpson Manufacturing Co. Ltd. 17,239 1,680,113 
Trex Co., Inc. (a) 115,222 10,558,944 
  112,207,800 
Commercial Services & Supplies - 3.1%   
ABM Industries, Inc. 820,099 35,411,875 
ACCO Brands Corp. 449,689 3,642,481 
Charah Solutions, Inc. (a)(b) 1,275,976 5,205,982 
Cimpress PLC (a) 112,570 11,153,436 
Clean Harbors, Inc. (a) 221,493 18,860,129 
Copart, Inc. (a) 34,281 3,742,114 
CoreCivic, Inc. 499,631 3,587,351 
Covanta Holding Corp. 142,202 1,997,938 
Deluxe Corp. 73,600 2,909,408 
Driven Brands Holdings, Inc. (b) 684,305 19,502,693 
Harsco Corp. (a) 327,640 5,360,190 
Healthcare Services Group, Inc. 244,764 6,963,536 
Herman Miller, Inc. 403,619 15,480,807 
IAA Spinco, Inc. (a) 365,743 21,443,512 
KAR Auction Services, Inc. 585,296 8,141,467 
Marlowe PLC (a) 1,379,417 13,068,266 
MSA Safety, Inc. 103,860 16,720,421 
Pitney Bowes, Inc. 93,400 792,032 
Ritchie Bros. Auctioneers, Inc. 487,550 26,483,716 
Rollins, Inc. 87,727 2,909,905 
Steelcase, Inc. Class A 233,100 3,249,414 
Stericycle, Inc. (a) 133,860 8,683,498 
The Brink's Co. 223,630 17,181,493 
U.S. Ecology, Inc. (a) 67,027 2,561,102 
UniFirst Corp. 33,457 8,106,297 
Viad Corp. 55,620 2,327,141 
Waste Connection, Inc. (United States) 181,104 17,692,050 
  283,178,254 
Construction & Engineering - 0.7%   
AECOM (a) 248,989 14,413,973 
Aegion Corp. (a) 140,158 3,623,084 
Argan, Inc. 93,430 4,673,369 
Comfort Systems U.S.A., Inc. 79,520 4,925,469 
EMCOR Group, Inc. 23,652 2,302,995 
Jacobs Engineering Group, Inc. 49,040 5,643,523 
MasTec, Inc. (a) 124,676 10,815,643 
Willscot Mobile Mini Holdings (a) 500,453 13,877,562 
  60,275,618 
Electrical Equipment - 1.8%   
Acuity Brands, Inc. 55,257 6,813,188 
American Superconductor Corp. (a) 45,767 1,088,797 
AMETEK, Inc. 34,222 4,037,169 
Atkore, Inc. (a) 195,580 13,230,987 
Babcock & Wilcox Enterprises, Inc. (a) 781,701 5,534,443 
EnerSys 48,479 4,376,684 
Generac Holdings, Inc. (a) 160,446 52,876,584 
GrafTech International Ltd. 645,792 7,639,719 
Hubbell, Inc. Class B 21,503 3,816,998 
nVent Electric PLC 114,314 3,001,886 
Plug Power, Inc. (a) 137,745 6,664,103 
Regal Beloit Corp. 81,698 11,165,666 
Sensata Technologies, Inc. PLC (a) 644,430 36,919,395 
Shoals Technologies Group, Inc. 114,109 3,722,236 
TPI Composites, Inc. (a) 34,116 1,625,969 
  162,513,824 
Industrial Conglomerates - 0.0%   
Carlisle Companies, Inc. 7,300 1,060,325 
Machinery - 3.8%   
AGCO Corp. 80,800 10,461,984 
Allison Transmission Holdings, Inc. 168,400 6,385,728 
Altra Industrial Motion Corp. 42,322 2,451,290 
Barnes Group, Inc. 18,433 964,968 
Chart Industries, Inc. (a) 6,000 858,540 
Colfax Corp. (a) 63,600 2,820,660 
Commercial Vehicle Group, Inc. (a) 433,396 3,982,909 
Crane Co. 145,111 12,169,008 
Donaldson Co., Inc. 50,014 2,946,325 
Douglas Dynamics, Inc. 124,897 6,017,537 
Energy Recovery, Inc. (a) 209,971 3,695,490 
Evoqua Water Technologies Corp. (a) 211,730 5,197,972 
Flowserve Corp. 14,900 551,300 
Gorman-Rupp Co. 7,450 238,326 
Graco, Inc. 66,107 4,584,520 
Helios Technologies, Inc. 89,324 5,841,790 
Hillenbrand, Inc. 242,278 11,256,236 
IDEX Corp. 68,810 13,429,648 
Ingersoll Rand, Inc. (a) 119,882 5,555,332 
ITT, Inc. 50,361 4,178,956 
John Bean Technologies Corp. 76,501 11,289,253 
Kennametal, Inc. 377,459 14,101,868 
Lincoln Electric Holdings, Inc. 163,050 19,257,836 
Meritor, Inc. (a) 219,680 6,671,682 
Middleby Corp. (a) 132,224 19,358,916 
Mueller Industries, Inc. 22,519 915,172 
Nordson Corp. 85,173 16,388,137 
Omega Flex, Inc. 1,162 200,445 
Oshkosh Corp. 192,921 20,449,626 
Pentair PLC 107,820 6,030,373 
Proto Labs, Inc. (a) 10,590 1,542,751 
RBC Bearings, Inc. (a) 66,598 13,256,998 
Rexnord Corp. 47,844 2,150,588 
Snap-On, Inc. 115,389 23,436,660 
Tennant Co. 187,489 14,286,662 
Terex Corp. 91,081 3,750,716 
The Shyft Group, Inc. 84,559 2,781,146 
Timken Co. 80,100 6,275,835 
Toro Co. 248,184 25,009,502 
TriMas Corp. (a) 16,999 570,996 
Welbilt, Inc. (a) 392,546 6,272,885 
Woodward, Inc. 183,032 20,905,915 
  338,492,481 
Marine - 0.7%   
Danaos Corp. (a)(b) 71,302 2,961,885 
Kirby Corp. (a) 246,250 15,405,400 
Matson, Inc. 602,134 41,709,822 
  60,077,107 
Professional Services - 1.3%   
Acacia Research Corp. (a) 1,990,027 14,129,192 
ASGN, Inc. (a) 111,602 10,375,638 
Barrett Business Services, Inc. 3,027 215,522 
CoreLogic, Inc. 31,508 2,667,467 
CoStar Group, Inc. (a) 8,617 7,098,340 
Exponent, Inc. 20,470 1,974,741 
FTI Consulting, Inc. (a) 58,050 6,649,628 
Insperity, Inc. 6,548 580,808 
Kforce, Inc. 7,658 393,238 
Korn Ferry 150,711 9,276,262 
Manpower, Inc. 83,127 7,850,514 
Nielsen Holdings PLC 193,168 4,328,895 
Robert Half International, Inc. 188,837 14,689,630 
TransUnion Holding Co., Inc. 161,040 13,561,178 
TriNet Group, Inc. (a) 336,878 27,041,197 
  120,832,250 
Road & Rail - 0.7%   
Daseke, Inc. (a) 1,013,366 5,593,780 
Heartland Express, Inc. 241,421 4,393,862 
HyreCar, Inc. (a) 317,454 3,266,602 
Kansas City Southern 26,710 5,671,601 
Knight-Swift Transportation Holdings, Inc. Class A 503,700 21,759,840 
Landstar System, Inc. 103,831 16,627,496 
Schneider National, Inc. Class B 44,100 1,020,033 
Yellow Corp. (a) 813,059 4,853,962 
  63,187,176 
Trading Companies & Distributors - 1.5%   
Air Lease Corp. Class A 31,200 1,430,832 
Alta Equipment Group, Inc. (a) 570,847 6,056,687 
BlueLinx Corp. (a) 198,180 7,947,018 
Boise Cascade Co. 15,542 776,167 
CAI International, Inc. 294,961 12,978,284 
EVI Industries, Inc. (a)(b) 83,160 3,043,656 
GATX Corp. 84,110 8,026,617 
H&E Equipment Services, Inc. 56,966 1,761,958 
MRC Global, Inc. (a) 692,168 6,049,548 
MSC Industrial Direct Co., Inc. Class A 49,319 4,247,845 
Nesco Holdings, Inc. Class A (a) 635,798 5,149,964 
SiteOne Landscape Supply, Inc. (a) 80,511 12,761,799 
Transcat, Inc. (a) 168,250 7,542,648 
Triton International Ltd. 237,096 13,699,407 
United Rentals, Inc. (a) 81,113 24,121,384 
Watsco, Inc. 13,015 3,163,947 
WESCO International, Inc. (a) 159,207 12,781,138 
  131,538,899 
Transportation Infrastructure - 0.0%   
Macquarie Infrastructure Co. LLC 28,985 908,390 
TOTAL INDUSTRIALS  1,519,451,475 
INFORMATION TECHNOLOGY - 16.6%   
Communications Equipment - 0.5%   
Applied Optoelectronics, Inc. (a) 119,686 1,116,072 
Calix Networks, Inc. (a) 98,817 3,904,260 
Ciena Corp. (a) 67,500 3,521,475 
CommScope Holding Co., Inc. (a) 212,093 3,094,437 
DZS, Inc. (a) 339,193 5,644,172 
F5 Networks, Inc. (a) 35,000 6,649,300 
Juniper Networks, Inc. 341,848 7,958,221 
NetScout Systems, Inc. (a) 133,507 3,767,568 
Nokia Corp. sponsored ADR (a) 376,592 1,476,241 
Radware Ltd. (a) 128,952 3,360,489 
Viavi Solutions, Inc. (a) 285,660 4,623,407 
  45,115,642 
Electronic Equipment & Components - 2.2%   
Akoustis Technologies, Inc. (a) 219,826 3,141,314 
Arrow Electronics, Inc. (a) 115,729 11,602,990 
Avnet, Inc. 188,870 7,190,281 
Badger Meter, Inc. 11,546 1,253,780 
Belden, Inc. 811,037 35,855,946 
Cognex Corp. 299,159 24,707,542 
Dolby Laboratories, Inc. Class A 67,026 6,543,748 
ePlus, Inc. (a) 48,637 4,599,115 
Flex Ltd. (a) 195,149 3,549,760 
FLIR Systems, Inc. 51,994 2,776,480 
Identiv, Inc. (a) 445,963 4,968,028 
Insight Enterprises, Inc. (a) 82,292 6,878,788 
IPG Photonics Corp. (a) 35,239 8,011,587 
Jabil, Inc. 170,200 7,347,534 
Littelfuse, Inc. 18,566 4,831,245 
Napco Security Technolgies, Inc. (a) 4,670 145,377 
National Instruments Corp. 788 34,987 
Novanta, Inc. (a) 37,256 4,930,086 
OSI Systems, Inc. (a) 9,700 917,814 
Powerfleet, Inc. (a) 842,663 6,631,758 
Rogers Corp. (a) 7,405 1,343,859 
Sanmina Corp. (a) 163,100 5,809,622 
ScanSource, Inc. (a) 81,755 2,325,112 
Seeing Machines Ltd. (a) 7,272,309 977,717 
SYNNEX Corp. 130,443 11,630,298 
Trimble, Inc. (a) 218,080 16,168,451 
TTM Technologies, Inc. (a) 236,200 3,335,144 
Vishay Intertechnology, Inc. 543,565 12,974,897 
  200,483,260 
IT Services - 3.8%   
Amdocs Ltd. 222,930 16,900,323 
Black Knight, Inc. (a) 234,071 17,950,905 
BM Technologies, Inc. (a)(b) 164,456 2,072,146 
Booz Allen Hamilton Holding Corp. Class A 29,958 2,310,960 
Broadridge Financial Solutions, Inc. 97,950 13,956,896 
CACI International, Inc. Class A (a) 4,400 973,896 
Cardtronics PLC (a) 10,437 402,346 
Cass Information Systems, Inc. 4,746 204,458 
Computer Services, Inc. 189,379 11,362,740 
Concentrix Corp. (a) 116,044 14,332,594 
CSG Systems International, Inc. 13,118 605,396 
DXC Technology Co. 171,645 4,328,887 
Equiniti Group PLC (c) 5,798,180 11,470,795 
Euronet Worldwide, Inc. (a) 247,119 37,144,457 
EVERTEC, Inc. 128,545 5,000,401 
Gartner, Inc. (a) 86,411 15,471,025 
Genpact Ltd. 125,670 5,082,095 
GoDaddy, Inc. (a) 104,762 8,498,293 
Hackett Group, Inc. 10,735 167,681 
Jack Henry & Associates, Inc. 25,910 3,846,080 
Maximus, Inc. 101,908 8,283,082 
MoneyGram International, Inc. (a) 1,029,107 6,864,144 
MongoDB, Inc. Class A (a) 22,880 8,830,078 
NIC, Inc. 26,576 922,453 
Perficient, Inc. (a) 13,184 734,217 
Perspecta, Inc. 75,231 2,196,745 
PFSweb, Inc. (a) 701,451 4,924,186 
Rackspace Technology, Inc. (a)(b) 266,980 5,611,920 
Science Applications International Corp. 95,375 8,214,649 
Shift4 Payments, Inc. 59,415 4,545,248 
Switch, Inc. Class A 378,735 6,567,265 
Sykes Enterprises, Inc. (a) 77,311 3,158,927 
The Western Union Co. 154,700 3,592,134 
Ttec Holdings, Inc. 42,166 3,547,847 
Unisys Corp. (a) 1,645,826 40,405,028 
WEX, Inc. (a) 78,961 16,451,524 
Wix.com Ltd. (a) 97,992 34,157,071 
WNS Holdings Ltd. sponsored ADR (a) 150,907 11,274,262 
  342,363,154 
Semiconductors & Semiconductor Equipment - 2.6%   
Ambarella, Inc. (a) 7,651 860,661 
Amkor Technology, Inc. 391,000 9,340,990 
Amtech Systems, Inc. (a) 122,034 1,170,306 
Array Technologies, Inc. 74,517 2,763,090 
AXT, Inc. (a) 534,669 6,913,270 
Cirrus Logic, Inc. (a) 6,200 507,036 
CMC Materials, Inc. 80,269 13,685,865 
Cree, Inc. (a) 29,742 3,374,527 
Diodes, Inc. (a) 31,800 2,496,936 
Enphase Energy, Inc. (a) 24,980 4,397,979 
Entegris, Inc. 149,532 15,732,262 
Himax Technologies, Inc. sponsored ADR (a) 121,556 1,637,359 
Impinj, Inc. (a) 11,356 726,443 
Kulicke & Soffa Industries, Inc. 146,526 7,305,786 
Lattice Semiconductor Corp. (a) 248,036 11,935,492 
MACOM Technology Solutions Holdings, Inc. (a) 79,580 5,120,973 
MagnaChip Semiconductor Corp. (a) 165,396 3,091,251 
MaxLinear, Inc. Class A (a) 195,546 7,776,864 
MKS Instruments, Inc. 72,059 11,882,529 
Monolithic Power Systems, Inc. 76,119 28,508,088 
NVE Corp. 1,927 135,796 
ON Semiconductor Corp. (a) 1,474,839 59,391,767 
Power Integrations, Inc. 23,701 2,094,457 
Semtech Corp. (a) 195,185 14,309,012 
SolarEdge Technologies, Inc. (a) 19,874 5,928,613 
Ultra Clean Holdings, Inc. (a) 122,811 5,695,974 
Universal Display Corp. 50,300 10,648,007 
  237,431,333 
Software - 6.8%   
2U, Inc. (a) 876,023 34,716,791 
8x8, Inc.(a) 305,895 10,464,668 
ACI Worldwide, Inc. (a) 495,071 18,941,416 
Anaplan, Inc. (a) 97,159 6,314,363 
Aspen Technology, Inc. (a) 93,937 14,138,458 
Avalara, Inc. (a) 46,223 7,254,238 
Avaya Holdings Corp. (a) 363,390 10,781,781 
Blackbaud, Inc. 12,400 853,368 
CDK Global, Inc. 498,218 24,980,651 
Ceridian HCM Holding, Inc. (a) 13,900 1,246,274 
ChannelAdvisor Corp. (a) 217,499 4,915,477 
Cloudera, Inc. (a) 260,416 4,203,114 
CommVault Systems, Inc. (a) 139,600 8,896,708 
Cornerstone OnDemand, Inc. (a) 65,746 3,321,488 
Coupa Software, Inc. (a) 15,100 5,228,526 
Datadog, Inc. Class A (a) 36,250 3,458,613 
Domo, Inc. Class B (a) 116,145 7,401,921 
Dynatrace, Inc. (a) 164,540 8,187,510 
Ebix, Inc. 9,318 227,173 
Elastic NV (a) 5,400 725,706 
Enghouse Systems Ltd. 179,651 7,800,970 
Everbridge, Inc. (a) 4,403 674,672 
Fair Isaac Corp. (a) 25,540 11,685,827 
FireEye, Inc. (a) 372,885 7,204,138 
Five9, Inc. (a) 45,130 8,359,881 
GTY Technology Holdings, Inc. (a) 535,609 3,926,014 
Guidewire Software, Inc. (a) 96,228 10,680,346 
HubSpot, Inc. (a) 20,567 10,592,005 
InterDigital, Inc. 88,200 5,589,234 
j2 Global, Inc. (a) 858,608 95,631,759 
Kaleyra, Inc. (a)(b) 377,906 7,097,075 
LivePerson, Inc. (a) 90,442 5,934,804 
Manhattan Associates, Inc. (a) 85,691 10,535,708 
Microsoft Corp. 18,327 4,258,828 
Mimecast Ltd. (a) 41,608 1,784,151 
New Relic, Inc. (a) 177,600 10,858,464 
NortonLifeLock, Inc. 30,900 602,859 
Nuance Communications, Inc. (a) 387,720 17,292,312 
Paylocity Holding Corp. (a) 14,724 2,815,082 
Pluralsight, Inc. (a) 776,275 15,983,502 
Proofpoint, Inc. (a) 192,476 23,274,198 
PTC, Inc. (a) 203,176 27,822,921 
Q2 Holdings, Inc. (a) 116,221 14,165,015 
Qualys, Inc. (a) 68,439 6,649,533 
Qumu Corp. (a) 257,229 2,307,344 
Rapid7, Inc. (a) 12,919 984,945 
RealPage, Inc. (a) 19,400 1,683,532 
RingCentral, Inc. (a) 39,180 14,816,309 
Smartsheet, Inc. (a) 93,674 6,486,925 
SolarWinds, Inc. (a) 835,032 13,519,168 
Sprout Social, Inc. (a) 14,603 992,566 
SPS Commerce, Inc. (a) 13,930 1,403,169 
SS&C Technologies Holdings, Inc. 292,894 19,413,014 
Sumo Logic, Inc. (b) 122,620 3,725,196 
Tenable Holdings, Inc. (a) 15,000 613,650 
The Trade Desk, Inc. (a) 4,147 3,339,952 
Tyler Technologies, Inc. (a) 26,770 12,405,753 
Upland Software, Inc. (a) 89,091 4,403,768 
Varonis Systems, Inc. (a) 44,440 8,156,518 
Workiva, Inc. (a) 5,700 576,555 
Zendesk, Inc. (a) 125,760 18,378,566 
Zix Corp. (a) 207,952 1,534,686 
Zoom Video Communications, Inc. Class A (a) 31,547 11,786,275 
  614,005,433 
Technology Hardware, Storage & Peripherals - 0.7%   
Avid Technology, Inc. (a) 256,291 4,969,482 
Diebold Nixdorf, Inc. (a) 764,858 11,105,738 
NCR Corp. (a) 688,855 23,944,600 
Quantum Corp. (a) 294,913 2,459,574 
Seagate Technology LLC 118,000 8,641,140 
Western Digital Corp. 73,464 5,034,488 
Xerox Holdings Corp. 235,150 5,991,622 
  62,146,644 
TOTAL INFORMATION TECHNOLOGY  1,501,545,466 
MATERIALS - 3.8%   
Chemicals - 1.3%   
Axalta Coating Systems Ltd. (a) 414,266 11,326,032 
Balchem Corp. 19,027 2,271,063 
Cabot Corp. 95,800 4,716,234 
Chase Corp. 2,920 314,426 
Eastman Chemical Co. 25,900 2,829,834 
Element Solutions, Inc. 38,700 698,535 
FMC Corp. 71,106 7,230,769 
GCP Applied Technologies, Inc. (a) 166,719 4,132,964 
Huntsman Corp. 345,460 9,431,058 
Ingevity Corp. (a) 161,707 11,235,402 
Innospec, Inc. 60,279 6,055,026 
Minerals Technologies, Inc. 42,244 3,009,040 
NewMarket Corp. 2,902 1,099,800 
Olin Corp. 32,514 1,005,983 
Orion Engineered Carbons SA 330,996 5,858,629 
PQ Group Holdings, Inc. 234,263 3,598,280 
RPM International, Inc. 2,277 181,340 
Sensient Technologies Corp. 16,796 1,307,569 
Stepan Co. 8,443 1,018,986 
The Chemours Co. LLC 183,400 4,315,402 
The Mosaic Co. 214,598 6,309,181 
Trinseo SA 207,641 13,436,449 
Valvoline, Inc. 469,917 11,729,128 
Westlake Chemical Corp. 50,682 4,337,872 
  117,449,002 
Construction Materials - 0.0%   
Summit Materials, Inc. (a) 55,900 1,548,989 
Containers & Packaging - 1.8%   
Aptargroup, Inc. 153,648 19,984,995 
Berry Global Group, Inc. (a) 515,219 28,543,133 
CCL Industries, Inc. Class B 387,923 20,432,562 
Crown Holdings, Inc. 137,685 13,157,179 
Graphic Packaging Holding Co. 1,531,826 24,310,079 
Greif, Inc. Class A 139,208 6,723,746 
O-I Glass, Inc. 222,299 2,596,452 
Packaging Corp. of America 37,606 4,964,744 
Pactiv Evergreen, Inc. 337,607 4,719,746 
Ranpak Holdings Corp. (A Shares) (a) 603,173 10,863,146 
Sealed Air Corp. 163,249 6,840,133 
Silgan Holdings, Inc. 167,400 6,287,544 
Sonoco Products Co. 39,803 2,371,065 
WestRock Co. 215,948 9,413,173 
  161,207,697 
Metals & Mining - 0.6%   
Arconic Rolled Products Corp. (a) 36,530 800,738 
Carpenter Technology Corp. 209,665 8,524,979 
Coeur d'Alene Mines Corp. (a) 234,278 2,110,845 
Commercial Metals Co. 235,652 5,926,648 
Ferroglobe Representation & Warranty Insurance (a)(d) 495,885 
Materion Corp. 55,181 3,778,795 
Nouveau Monde Graphite, Inc. (a) 1,031,923 1,637,973 
Reliance Steel & Aluminum Co. 154,882 20,475,400 
Steel Dynamics, Inc. 239,053 9,939,824 
Worthington Industries, Inc. 14,300 913,627 
  54,108,834 
Paper & Forest Products - 0.1%   
Domtar Corp. 79,600 2,949,180 
Neenah, Inc. 6,662 368,542 
Schweitzer-Mauduit International, Inc. 153,809 7,182,880 
West Fraser Timber Co. Ltd. 18,630 1,272,615 
  11,773,217 
TOTAL MATERIALS  346,087,739 
REAL ESTATE - 2.6%   
Equity Real Estate Investment Trusts (REITs) - 2.4%   
American Campus Communities, Inc. 315,396 12,918,620 
Americold Realty Trust 55,134 1,931,895 
Apartment Income (REIT) Corp. 21,870 894,046 
Brandywine Realty Trust (SBI) 338,200 4,136,186 
Brixmor Property Group, Inc. 313,300 6,165,744 
Camden Property Trust (SBI) 77,573 8,079,228 
City Office REIT, Inc. 182,900 1,858,264 
CorEnergy Infrastructure Trust, Inc. 84,100 628,227 
CoreSite Realty Corp. 7,200 876,312 
Cousins Properties, Inc. 371,624 12,464,269 
CubeSmart 524,411 19,382,231 
CyrusOne, Inc. 13,900 912,257 
DiamondRock Hospitality Co. (a) 394,700 3,994,364 
Diversified Healthcare Trust (SBI) 596,834 2,685,753 
EastGroup Properties, Inc. 87,971 11,973,733 
Empire State Realty Trust, Inc. 70,400 775,104 
Franklin Street Properties Corp. 275,093 1,364,461 
Gaming & Leisure Properties 29,627 1,315,439 
Global Net Lease, Inc. 190,184 3,533,619 
Industrial Logistics Properties Trust 136,179 2,896,527 
Lexington Corporate Properties Trust 72,800 780,416 
MGM Growth Properties LLC 246,060 8,124,901 
Mid-America Apartment Communities, Inc. 98,537 13,275,890 
National Retail Properties, Inc. 280,389 12,292,254 
Office Properties Income Trust 132,285 3,345,488 
Omega Healthcare Investors, Inc. 150,100 5,574,714 
Outfront Media, Inc. 456,343 9,254,636 
Physicians Realty Trust 418,739 7,118,563 
Piedmont Office Realty Trust, Inc. Class A 383,800 6,547,628 
Plymouth Industrial REIT, Inc. 36,400 543,088 
Potlatch Corp. 14,600 740,950 
Preferred Apartment Communities, Inc. Class A 193,740 1,594,480 
Retail Value, Inc. 40,565 677,436 
RLJ Lodging Trust 385,396 6,050,717 
Sabra Health Care REIT, Inc. 317,800 5,472,516 
Safehold, Inc. 49,466 3,771,783 
Service Properties Trust 254,722 3,270,630 
SITE Centers Corp. 305,700 4,078,038 
SL Green Realty Corp. 21,684 1,497,714 
Spirit Realty Capital, Inc. 59,776 2,571,564 
Stag Industrial, Inc. 217,915 6,875,218 
Summit Hotel Properties, Inc. 198,800 2,057,580 
The GEO Group, Inc. (b) 154,500 1,112,400 
Uniti Group, Inc. 40,500 482,355 
VEREIT, Inc. 220,320 8,592,480 
  214,489,718 
Real Estate Management & Development - 0.2%   
Cushman & Wakefield PLC (a) 618,842 9,579,674 
Howard Hughes Corp. (a) 10,700 1,015,109 
Jones Lang LaSalle, Inc. (a) 17,211 2,994,370 
Newmark Group, Inc. 236,410 2,368,828 
  15,957,981 
TOTAL REAL ESTATE  230,447,699 
UTILITIES - 0.9%   
Electric Utilities - 0.3%   
IDACORP, Inc. 108,328 9,342,207 
NRG Energy, Inc. 220,200 8,039,502 
Pinnacle West Capital Corp. 59,944 4,191,884 
  21,573,593 
Gas Utilities - 0.3%   
Atmos Energy Corp. 140,370 11,876,706 
National Fuel Gas Co. 107,300 4,875,712 
South Jersey Industries, Inc. 23,700 595,107 
Southwest Gas Holdings, Inc. 84,672 5,279,299 
UGI Corp. 123,200 4,719,792 
  27,346,616 
Independent Power and Renewable Electricity Producers - 0.2%   
Brookfield Renewable Corp. 12,500 577,250 
Sunnova Energy International, Inc. (a) 12,800 573,952 
The AES Corp. 153,943 4,088,726 
Vistra Corp. 787,296 13,580,856 
  18,820,784 
Multi-Utilities - 0.1%   
CenterPoint Energy, Inc. 117,491 2,284,025 
MDU Resources Group, Inc. 294,700 8,281,070 
  10,565,095 
TOTAL UTILITIES  78,306,088 
TOTAL COMMON STOCKS   
(Cost $4,999,672,441)  7,494,932,670 
Convertible Preferred Stocks - 0.0%   
CONSUMER DISCRETIONARY - 0.0%   
Internet & Direct Marketing Retail - 0.0%   
The Honest Co., Inc. Series D (a)(d)(e)   
(Cost $257,662) 6,381 194,234 
Equity Funds - 15.0%   
Mid-Cap Blend Funds - 0.2%   
Fidelity SAI Small-Mid Cap 500 Index Fund (f) 1,330,691 20,199,891 
Sector Funds - 0.9%   
Fidelity SAI Real Estate Index Fund (f) 7,252,625 78,038,248 
Small Blend Funds - 9.9%   
Fidelity Small Cap Discovery Fund (f) 2,137,037 57,016,149 
Fidelity Small Cap Index Fund (f) 18,643,736 519,600,894 
PIMCO StocksPLUS Small Fund Institutional Class 21,582,594 266,329,207 
Vulcan Value Partners Small Cap Fund 2,642,673 52,694,897 
TOTAL SMALL BLEND FUNDS  895,641,147 
Small Growth Funds - 3.3%   
Fidelity Small Cap Growth Fund (f) 2,552,898 92,619,147 
T. Rowe Price Institutional Small-Cap Stock Fund 6,303,055 205,290,500 
TOTAL SMALL GROWTH FUNDS  297,909,647 
Small Value Funds - 0.7%   
Royce Opportunity Fund Service Class (a) 3,733,229 65,368,838 
TOTAL EQUITY FUNDS   
(Cost $923,267,470)  1,357,157,771 
Money Market Funds - 3.2%   
Fidelity Cash Central Fund 0.07% (g) 2,282,094 2,282,550 
Fidelity Securities Lending Cash Central Fund 0.08% (g)(h) 94,012,735 94,022,136 
State Street Institutional U.S. Government Money Market Fund Premier Class .03% (i) 188,861,834 188,861,834 
TOTAL MONEY MARKET FUNDS   
(Cost $285,166,520)  285,166,520 
TOTAL INVESTMENT IN SECURITIES - 101.2%   
(Cost $6,208,364,093)  9,137,451,195 
NET OTHER ASSETS (LIABILITIES) - (1.2)%  (111,200,883) 
NET ASSETS - 100%  $9,026,250,312 

Futures Contracts      
 Number of contracts Expiration Date Notional Amount Value Unrealized Appreciation/(Depreciation) 
Purchased      
Equity Index Contracts      
CME E-mini Russell 2000 Index Contracts (United States) March 2021 $219,920 $12,796 $12,796 
CME E-mini S&P MidCap 400 Index Contracts (United States) March 2021 498,940 33,986 33,986 
TOTAL FUTURES CONTRACTS     $46,782 

The notional amount of futures purchased as a percentage of Net Assets is 0.0%

Legend

 (a) Non-income producing

 (b) Security or a portion of the security is on loan at period end.

 (c) 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 $20,893,085 or 0.2% of net assets.

 (d) Level 3 security

 (e) Restricted securities (including private placements) - 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 $194,234 or 0.0% of net assets.

 (f) Affiliated Fund

 (g) 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.

 (h) Investment made with cash collateral received from securities on loan.

 (i) 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 
The Honest Co., Inc. Series D 9/25/15 $257,662 

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 $6,751 
Fidelity Securities Lending Cash Central Fund 2,023,611 
Total $2,030,362 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable. Amount for Fidelity Securities Lending Cash Central Fund represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities.

Affiliated Underlying Funds

Fiscal year to date information regarding the Fund's investments in affiliated Underlying Funds, excluding any Money Market Central Funds, is presented below. Exchanges between classes of the same affiliated Underlying Funds may occur. Certain Underlying Funds incurred name changes since their most recent shareholder report. The names of the Underlying Funds are those in effect at period end.

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain (loss) Change in Unrealized appreciation (depreciation) Value, end of period 
Fidelity SAI Real Estate Index Fund $99,990,120 $64,302,649 $75,000,000 $1,607,553 $(24,345,102) $13,090,581 $78,038,248 
Fidelity SAI Small-Mid Cap 500 Index Fund 109,403,255 575,344,614 675,058,330 4,921,369 1,717,359 8,792,993 20,199,891 
Fidelity Small Cap Discovery Fund -- 41,525,655 5,000,000 1,525,654 975,318 19,515,176 57,016,149 
Fidelity Small Cap Growth Fund -- 82,723,145 -- 2,380,936 -- 9,896,002 92,619,147 
Fidelity Small Cap Index Fund 107,434,853 1,617,665,750 1,366,582,625 4,605,897 (15,974,046) 177,056,962 519,600,894 
Total $316,828,228 $2,381,561,813 $2,121,640,955 $15,041,409 $(37,626,471) $228,351,714 $767,474,329 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable.

Investment Valuation

The following is a summary of the inputs used, as of February 28, 2021, 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:     
Communication Services $170,279,438 $170,279,438 $-- $-- 
Consumer Discretionary 1,132,799,912 1,132,605,678 -- 194,234 
Consumer Staples 308,388,165 308,388,165 -- -- 
Energy 160,046,565 160,046,565 -- -- 
Financials 1,079,157,969 1,079,157,969 -- -- 
Health Care 968,616,388 968,616,388 -- -- 
Industrials 1,519,451,475 1,519,451,475 -- -- 
Information Technology 1,501,545,466 1,501,545,466 -- -- 
Materials 346,087,739 346,087,734 -- 
Real Estate 230,447,699 230,447,699 -- -- 
Utilities 78,306,088 78,306,088 -- -- 
Equity Funds 1,357,157,771 1,357,157,771 -- -- 
Money Market Funds 285,166,520 285,166,520 -- -- 
Total Investments in Securities: $9,137,451,195 $9,137,256,956 $-- $194,239 
Derivative Instruments:     
Assets     
Futures Contracts $46,782 $46,782 $-- $-- 
Total Assets $46,782 $46,782 $-- $-- 
Total Derivative Instruments: $46,782 $46,782 $-- $-- 

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 28, 2021. 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) $46,782 $0 
Total Equity Risk 46,782 
Total Value of Derivatives $46,782 $0 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. In the Statement of Assets and Liabilities, the period end daily variation margin is included in receivable or payable for daily variation margin on futures contracts, and the net cumulative appreciation (depreciation) is included in Total accumulated earnings (loss).

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


Financial Statements

Statement of Assets and Liabilities

  February 28, 2021 
Assets   
Investment in securities, at value (including securities loaned of $92,627,081) — See accompanying schedule:
Unaffiliated issuers (cost $5,556,672,724) 
$8,273,672,180  
Fidelity Central Funds (cost $96,304,686) 96,304,686  
Other affiliated issuers (cost $555,386,683) 767,474,329  
Total Investment in Securities (cost $6,208,364,093)  $9,137,451,195 
Segregated cash with brokers for derivative instruments  46,500 
Cash  1,759,990 
Foreign currency held at value (cost $2,407,909)  2,409,524 
Receivable for investments sold  42,973,782 
Receivable for fund shares sold  4,666,801 
Dividends receivable  5,229,790 
Interest receivable  4,030 
Distributions receivable from Fidelity Central Funds  98,940 
Other receivables  119,479 
Total assets  9,194,760,031 
Liabilities   
Payable for investments purchased $68,273,552  
Payable for fund shares redeemed 3,272,192  
Accrued management fee 2,634,735  
Payable for daily variation margin on futures contracts 691  
Other payables and accrued expenses 313,846  
Collateral on securities loaned 94,014,703  
Total liabilities  168,509,719 
Net Assets  $9,026,250,312 
Net Assets consist of:   
Paid in capital  $5,516,927,789 
Total accumulated earnings (loss)  3,509,322,523 
Net Assets  $9,026,250,312 
Net Asset Value, offering price and redemption price per share ($9,026,250,312 ÷ 499,294,619 shares)  $18.08 

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


Statement of Operations

  Year ended February 28, 2021 
Investment Income   
Dividends:   
Unaffiliated issuers  $97,427,828 
Affiliated issuers  6,930,205 
Interest  182,323 
Income from Fidelity Central Funds (including $2,023,611 from security lending)  2,030,362 
Total income  106,570,718 
Expenses   
Management fee $46,735,323  
Custodian fees and expenses 195,631  
Independent trustees' fees and expenses 79,041  
Registration fees 77,043  
Audit 89,614  
Legal 46,725  
Interest 1,549  
Miscellaneous 196,581  
Total expenses before reductions 47,421,507  
Expense reductions (19,256,517)  
Total expenses after reductions  28,164,990 
Net investment income (loss)  78,405,728 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 786,159,197  
Fidelity Central Funds 9,631  
Other affiliated issuers (37,626,471)  
Foreign currency transactions (38,400)  
Futures contracts 8,841,801  
Capital gain distributions from underlying funds:   
Unaffiliated issuers 6,531,366  
Affiliated issuers 8,111,204  
Total net realized gain (loss)  771,988,328 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers 2,175,617,541  
Affiliated issuers 228,351,714  
Assets and liabilities in foreign currencies 1,528  
Futures contracts 201,147  
Total change in net unrealized appreciation (depreciation)  2,404,171,930 
Net gain (loss)  3,176,160,258 
Net increase (decrease) in net assets resulting from operations  $3,254,565,986 

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


Statement of Changes in Net Assets

 Year ended February 28, 2021 Year ended February 29, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $78,405,728 $76,146,043 
Net realized gain (loss) 771,988,328 406,783,582 
Change in net unrealized appreciation (depreciation) 2,404,171,930 (603,452,993) 
Net increase (decrease) in net assets resulting from operations 3,254,565,986 (120,523,368) 
Distributions to shareholders (310,122,671) (261,863,893) 
Share transactions   
Proceeds from sales of shares 2,503,074,522 659,416,886 
Reinvestment of distributions 305,086,757 260,179,078 
Cost of shares redeemed (3,701,700,613) (1,643,423,965) 
Net increase (decrease) in net assets resulting from share transactions (893,539,334) (723,828,001) 
Total increase (decrease) in net assets 2,050,903,981 (1,106,215,262) 
Net Assets   
Beginning of period 6,975,346,331 8,081,561,593 
End of period $9,026,250,312 $6,975,346,331 
Other Information   
Shares   
Sold 204,122,349 47,201,679 
Issued in reinvestment of distributions 22,955,068 18,055,453 
Redeemed (269,628,288) (116,757,002) 
Net increase (decrease) (42,550,871) (51,499,870) 

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


Financial Highlights

Strategic Advisers Small-Mid Cap Fund

      
Years ended February 28, 2021 2020 A 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $12.87 $13.62 $14.86 $14.19 $11.12 
Income from Investment Operations      
Net investment income (loss)B .14 .13 .11 .08 .05 
Net realized and unrealized gain (loss) 5.63 (.41) .11 1.88 3.29 
Total from investment operations 5.77 (.28) .22 1.96 3.34 
Distributions from net investment income (.16) (.13) (.11) (.07) (.04) 
Distributions from net realized gain (.40) (.34) (1.35) (1.22) (.22) 
Total distributions (.56) (.47) (1.46) (1.29) (.27)C 
Net asset value, end of period $18.08 $12.87 $13.62 $14.86 $14.19 
Total ReturnD 46.31% (2.40)% 2.64% 14.04% 30.11% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .62% .65% .73% .85% .87% 
Expenses net of fee waivers, if any .37% .40% .48% .60% .62% 
Expenses net of all reductions .37% .40% .48% .60% .62% 
Net investment income (loss) 1.02% .96% .77% .53% .37% 
Supplemental Data      
Net assets, end of period (000 omitted) $9,026,250 $6,975,346 $8,081,562 $7,503,132 $7,048,707 
Portfolio turnover rateG 104% 67% 82% 75% 82% 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C Total distributions per share do not sum due to rounding.

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

 E Fees and expenses of any underlying mutual funds or exchange-traded funds (ETFs) are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of these expenses. For additional expense information related to investments in Fidelity Central Funds, please refer to the "Investments in Fidelity Central Funds" note found in the Notes to Financial Statements section of the most recent Annual or Semi-Annual report.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment advisor, brokerage services, or other offset arrangements, if applicable, and do not represent the amount paid by the class during periods when reimbursements, waivers or reductions occur.

 G Amount does not include the portfolio activity of any underlying mutual funds or exchange-traded funds (ETFs).

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


Notes to Financial Statements

For the period ended February 28, 2021

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 certain clients of Strategic Advisers LLC (Strategic Advisers), an affiliate of Fidelity Management & Research Company LLC (FMR).

2. Significant Accounting Policies.

The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies. 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 Fair Value Committee (the Committee) established by the Fund's investment adviser. 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. 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. 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.

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, 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 28, 2021 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. Certain Funds 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 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 Fidelity Central Funds, if any, are recorded on the ex-dividend date. Income and capital gain distributions from any underlying mutual funds or exchange-traded funds (ETFs) are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. 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) for certain Funds, certain independent Trustees have elected to defer receipt of a portion of their annual compensation. Deferred amounts are invested in affiliated mutual funds, are marked-to-market and remain in a fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees presented below are included in the accompanying Statement of Assets and Liabilities in other receivables and other payables and accrued expenses, as applicable.

Strategic Advisers Small-Mid Cap Fund $113,460 

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 28, 2021, 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 short-term gain distributions from the Underlying Funds, futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, deferred trustees compensation and losses deferred due to wash sales.

As of period end, the cost and unrealized appreciation (depreciation) in securities, and derivatives if applicable, for federal income tax purposes were as follows:

Gross unrealized appreciation $3,053,502,037 
Gross unrealized depreciation (179,924,158) 
Net unrealized appreciation (depreciation) $2,873,577,879 
Tax Cost $6,263,873,316 

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

Undistributed ordinary income $266,025,781 
Undistributed long-term capital gain $369,831,877 
Net unrealized appreciation (depreciation) on securities and other investments $2,873,578,319 

The tax character of distributions paid was as follows:

 February 28, 2021 February 29, 2020 
Ordinary Income $85,959,917 $ 73,476,579 
Long-term Capital Gains 224,162,754 188,387,314 
Total $310,122,671 $ 261,863,893 

Restricted Securities (including Private Placements). 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 on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is presented in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The notional 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. Cash deposited to meet initial margin requirements is presented as segregated cash with brokers for derivative instruments in the Statement of Assets and Liabilities.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, are noted in the table below.

 Purchases ($) Sales ($) 
Strategic Advisers Small-Mid Cap Fund 7,835,331,336 8,924,791,487 

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 annual management fee rate was .61% of the Fund's average net assets.

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

Sub-Advisers. AllianceBernstein, L.P. (AB), ArrowMark Colorado Holdings, LLC (d/b/a ArrowMark Partners), Boston Partners Global Investors, Inc., FIAM LLC (an affiliate of the investment adviser), Geode Capital Management, LLC, J.P. Morgan Investment Management, Inc., LSV Asset Management, Portolan Capital Management, LLC, Rice Hall James & Associates, LLC, River Road Asset Management LLC and Victory Capital 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.

FIL Investment Advisors (FIL) has been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, FIL has not been allocated any portion of the Fund's assets. FIL 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.

Brokerage Commissions. A portion of portfolio transactions were placed 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 as follows:

 Amount 
Strategic Advisers Small-Mid Cap Fund $465 

Interfund Trades. Funds 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. Any interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note and are noted in the table below.

 Purchases ($) Sales ($) 
Strategic Advisers Small-Mid Cap Fund 14,038,842 52,394,235 

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 Money Market Central Funds are managed by FMR. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date ranged from less than .005% to .01%.

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.

Certain Funds participate 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 participating funds have agreed to pay commitment fees on their pro-rata portion of the line of credit, which are reflected in Miscellaneous expenses on the Statement of Operations, and are listed below.

 Amount 
Strategic Advisers Small-Mid Cap Fund $17,074 

During the period, there were no borrowings on this line of credit.

8. Security Lending.

Funds lend portfolio securities through a lending agent from time to time in order to earn additional income. On the settlement date of the loan, a fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of a fund and any additional required collateral is delivered to a fund on the next business day. A fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund may apply collateral received from the borrower against the obligation. A fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Any loaned securities are identified as such in the Schedule of Investments, and the value of loaned securities and cash collateral at period end, as applicable, are presented in the Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity requirements. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. Any open loans, including accrued interest, at period end are presented under the caption "Notes payable" in the Statement of Assets and Liabilities, if applicable. Activity in this program during the period for which loans were outstanding was as follows:

 Average Loan Balance Weighted Average Interest Rate Interest Expense 
Strategic Advisers Small-Mid Cap Fund $32,128,000 .58% $1,549 

10. 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, 2023. During the period, this waiver reduced the Fund's management fee by $19,229,921.

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 expenses. This amount totaled $26,596 for the period.

11. 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 Fund:

Fidelity SAI Real Estate Index Fund 12% 

12. Coronavirus (COVID-19) Pandemic.

An outbreak of COVID-19 first detected in China during December 2019 has since spread globally and was declared a pandemic by the World Health Organization during March 2020. Developments that disrupt global economies and financial markets, such as the COVID-19 pandemic, may magnify factors that affect the Fund's performance.

Report of Independent Registered Public Accounting Firm

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

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Strategic Advisers Small-Mid Cap Fund (one of the funds constituting Fidelity Rutland Square Trust II, referred to hereafter as the “Fund”) as of February 28, 2021, the related statement of operations for the year ended February 28, 2021, the statement of changes in net assets for each of the two years in the period ended February 28, 2021, including the related notes, and the financial highlights for each of the five years in the period ended February 28, 2021 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of February 28, 2021, 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 ended February 28, 2021 and the financial highlights for each of the five years in the period ended February 28, 2021 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of February 28, 2021 by correspondence with the custodian, issuers of privately offered securities and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

April 13, 2021



We have served as the auditor of one or more investment companies in the Fidelity group of funds since 1932.

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 12 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.  Each Independent Trustee shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs.  The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees.  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. Robert A. Lawrence 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. Mary C. Farrell 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, and Fidelity's equity and high income funds. 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+

Robert A. Lawrence (1952)

Year of Election or Appointment: 2016

Trustee

Chairman of the Board of Trustees

Mr. Lawrence also serves as Trustee of other funds. Previously, Mr. Lawrence served as a Member of the Advisory Board of certain funds. Prior to his retirement in 2008, Mr. Lawrence served as Vice President of certain Fidelity® funds (2006-2008), Senior Vice President, Head of High Income Division of Fidelity Management & Research Company (investment adviser firm, 2006-2008), and President of Fidelity Strategic Investments (investment adviser firm, 2002-2005).

Charles S. Morrison (1960)

Year of Election or Appointment: 2020

Trustee

Mr. Morrison also serves as Trustee of other funds. Previously, Mr. Morrison served as President (2017-2018) and Director (2014-2018) of Fidelity SelectCo, LLC (investment adviser firm), President of Fidelity Management & Research Company (FMR) (investment adviser firm, 2016-2018), a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2014-2018), President, Asset Management (2014-2018), Trustee of the Fidelity Equity and High Income Funds (283 funds as of December 2018) (2014-2018), and was an employee of Fidelity Investments. Mr. Morrison also previously served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

 * 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 U.S. Core Property Fund (and, previously, other funds) of BlackRock Realty Group (2006-present). Previously, Mr. Aldrich served as 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 previously was a founder, Chief Executive Officer, and Chairman of AEW Capital Management, L.P. (then “Aldrich, Eastman and Waltch, L.P.”). Mr. Aldrich also served as a Director of LivelyHood, Inc. (private corporation, 2013-2020), a Trustee for the Fidelity Rutland Square Trust (2005-2010), 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 Emeritus of the Board of Directors of the National Bureau of Economic Research, the Board of Trustees of the Museum of Fine Arts Boston and the Board of Overseers of the Massachusetts Eye and Ear Infirmary.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee 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 serves as Chairman of the Board of Trustees of Yale-New Haven Hospital and Vice Chairman of the Yale New Haven Health System Board and previously served as Trustee on the Board of Overseers of the New York University Stern School of Business.

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) and Chief Executive Officer (2013-present) 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), Advisory Board Member of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Trustee of the Brigham and Women’s Hospital (2016-present), Overseer of the Boston Symphony Orchestra (2014-present), Member of the Board of Directors of The Advertising Council, Inc. (2016-present), Member of the Ron Burton Training Village Executive Board of Advisors (2018-present), Member of the Executive Committee of The Ad Council, Inc. (2019-present), and Member of the Board of Directors of The Ad Club of Boston (2020-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).

Christine Marcks (1955)

Year of Election or Appointment: 2020

Trustee

Ms. Marcks also serves as Trustee of other Funds. Prior to her retirement, Ms. Marcks served as Chief Executive Officer and President – Prudential Retirement (2007-2017) and Vice President for Rollover and Retirement Income Strategies (2005-2007), Prudential Financial, Inc. (financial services). Previously, Ms. Marcks served as a Member of the Advisory Board of certain Fidelity® funds (2019-2020), was Senior Vice President and Head of Financial Horizons (2002-2004) and Vice President, Strategic Marketing (2000-2002) of Voya Financial (formerly ING U.S.) (financial services), held numerous positions at Aetna Financial Services (financial services, 1987-2000) and served as an International Economist for the United States Department of the Treasury (1980-1987). Ms. Marcks also serves as a member of the Board of Trustees, Audit Committee and Benefits & Operations Committee of the YMCA Retirement Fund (2018-present), a non-profit organization providing retirement plan benefits to YMCA staff members, and as a member of the Board of Trustees of Assumption College (2019-present).

Heidi L. Steiger (1953)

Year of Election or Appointment: 2017

Trustee

Ms. Steiger also serves as Trustee of other funds. Ms. Steiger serves as Managing Partner of Topridge Associates, LLC (consulting, 2005-present), a member of the Advisory Board of the joint degree program in Global Luxury Management at North Carolina State University (Raleigh, NC) and Skema (Paris) (2018-present), a Non-Executive Director of CrowdBureau Corporation (financial technology company and index provider, 2018-present), a member of the Board of Directors (2013-present) and Chair of the Audit Committee and member of the Membership and Executive Committees (2017-present) of Business Executives for National Security (nonprofit), and member of the Board of Directors Chair of the Remuneration Committee of Imagine Intelligent Materials Limited (2019-present) (technology company). Previously, Ms. Steiger served as a member of the Global Advisory Board and Of Counsel to Signum Global Advisors (international policy and strategy, 2018-2020), Eastern Region President of The Private Client Reserve of U.S. Bancorp (banking and financial services, 2010-2015), Advisory Director of Berkshire Capital Securities, LLC (financial services, 2009-2010), President and Senior Advisor of Lowenhaupt Global Advisors, LLC (financial services, 2005-2007), and President and Contributing Editor of Worth Magazine (2004-2005) and held a variety of positions at Neuberger Berman Group, LLC (financial services, 1986-2004), including Partner and Executive Vice President and Global Head of Private Asset Management at Neuberger Berman (1999-2004). Ms. Steiger also served as a member of the Board of Directors of Nuclear Electric Insurance Ltd (insurer of nuclear utilities, 2006-2017), a member of the Board of Trustees and Audit Committee of the Eaton Vance Funds (2007-2010), a member of the Board of Directors of Aviva USA (formerly AmerUs) (insurance, 2004-2014), and a member of the Board of Trustees and Audit Committee and Chair of the Investment Committee of CIFG (financial guaranty insurance, 2009-2012), and a member of the Board of Directors of Kin Group Plc (formerly, Fitbug Holdings) (health and technology, 2016-2017).

 + 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 (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer or Howard E. Cox, Jr. may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Ralph F. Cox (1932)

Year of Election or Appointment: 2020

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board 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, 1999-present). 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 Trustee of other funds (2006-2020), 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.

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board of other funds. Mr. Cox is a Partner of Greylock (venture capital, 1971-present) and a Director of Stryker Corporation (medical products and services, 1974-present). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010). Mr. Cox also serves as a Member of the Secretary of Defense's Business Board of Directors (2008-present), a Director of Business Executives for National Security (1997-present), a Director of the Brookings Institution (2010-present), a Director of the World Economic Forum’s Young Global Leaders Foundation (2009-present), and is a Member of the Harvard Medical School Board of Fellows (2002-present). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as Assistant Treasurer of other funds. Mr. Brown is an employee of Fidelity Investments (2013-present).

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke serves as Head of Investment Operations for Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments (1998-present). Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) 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).

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

Assistant Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato is an employee of Fidelity Investments (2017-present). Previously, Ms. Del Prato served as President and Treasurer of The North Carolina Capital Management Trust: Cash Portfolio and Term Portfolio (2018-2020). Prior to joining Fidelity Investments, Ms. Del Prato served as a Managing Director and Treasurer of the JPMorgan Mutual Funds (2014-2017). Prior to JPMorgan, Ms. Del Prato served as a partner at Cohen Fund Audit Services (accounting firm, 2012-2013) and KPMG LLP (accounting firm, 2004-2012).

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 LLC (investment adviser firm, 2015-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present). Previously, Mr. Gryglewicz served as Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-2019), and as Chief Compliance Officer of certain Fidelity® funds (2014-2018).

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2005-present). Previously, Mr. Hogan served as Deputy Treasurer of certain Fidelity® funds (2016-2020) and Assistant Treasurer of certain Fidelity® funds (2016-2018). 

Christina H. Lee (1975)

Year of Election or Appointment: 2020

Secretary and Chief Legal Officer

Ms. Lee also serves as Secretary and CLO of other funds. Ms. Lee serves as Vice President, Associate General Counsel (2014-present) and is an employee of Fidelity Investments (2007-present). Previously, Ms. Lee served as Assistant Secretary of certain funds (2018-2019).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2020

Assistant Secretary

Ms. Lo Bessette also serves as an officer of other funds. Ms. Lo Bessette serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company LLC (investment adviser firm, 2019-present); and CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present). She is a Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2019-present), and is an employee of Fidelity Investments. Previously, Ms. Lo Bessette served as CLO, Secretary, and Senior Vice President of FMR Co., Inc. (investment adviser firm, 2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2019). Prior to joining Fidelity Investments, Ms. Lo Bessette was Executive Vice President, General Counsel (2016-2019) and Senior Vice President, Deputy General Counsel (2015-2016) of OppenheimerFunds (investment management company) and Deputy Chief Legal Officer (2013-2015) of Jennison Associates LLC (investment adviser firm).

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Maher served as Assistant Treasurer of certain funds (2013-2020); 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).

Brett Segaloff (1972)

Year of Election or Appointment: 2021

Anti-Money Laundering (AML) Officer

Mr. Segaloff also serves as an AML Officer of other funds and other related entities. He is Director, Anti-Money Laundering (2007-present) of FMR LLC (diversified financial services company) and is an employee of Fidelity Investments (1996-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2020

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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 (accounting firm, 1996-2009). Previously, Ms. Smith served as Assistant Treasurer (2013-2019) and Deputy Treasurer (2013-2016) of certain Fidelity® funds.

Marc L. Spector (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Spector also serves as an officer of other funds. Mr. Spector serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2016-present). Prior to joining Fidelity Investments, Mr. Spector served as Director at the Siegfried Group (accounting firm, 2013-2016), and prior to Siegfried Group as audit senior manager at Deloitte & Touche LLP (accounting firm, 2005-2013).

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as Assistant Treasurer of other funds. Mr. Wegmann is an employee of Fidelity Investments (2011-present).

Shareholder Expense Example

As a shareholder, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or redemption proceeds, as applicable and (2) ongoing costs, which generally include 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 a 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, 2020 to February 28, 2021).

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 for a class/Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. If any fund is a shareholder of any underlying mutual funds or exchange-traded funds (ETFs) (the Underlying Funds), such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses incurred presented in the table. These fees and expenses are not included in the 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 actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the 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. If any fund is a shareholder of any Underlying Funds, such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses as presented in the table. These fees and expenses are not included in the 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, 2020 
Ending
Account Value
February 28, 2021 
Expenses Paid
During Period-B
September 1, 2020
to February 28, 2021 
Strategic Advisers Small-Mid Cap Fund .36%    
Actual  $1,000.00 $1,336.70 $2.09 
Hypothetical-C  $1,000.00 $1,023.01 $1.81 

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

 B Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/ 365 (to reflect the one-half year period). The fees and expenses of any Underlying Funds are not included in each annualized expense ratio.

 C 5% return per year before expenses

Distributions (Unaudited)

The Board of Trustees of Strategic Advisers Small-Mid Cap Fund voted to pay on April 12, 2021, to shareholders of record at the opening of business on April 9, 2021, a distribution of $1.259 per share derived from capital gains realized from sales of portfolio securities and a dividend of $0.013 per share from net investment income.

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 28, 2021, $468,394,618, or, if subsequently determined to be different, the net capital gain of such year.

The fund designates 98% and 67% 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 99% and 74% 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 designates 1% and 14% of the dividends distributed in April and December, respectively during the fiscal year as a section 199A dividend.

The fund will notify shareholders in January 2022 of amounts for use in preparing 2021 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 a meeting on the renewal of the management contract with Strategic Advisers LLC (Strategic Advisers) and the sub-advisory agreements with AllianceBernstein L.P. (AB), ArrowMark Colorado Holdings, LLC, doing business as ArrowMark Partners, Boston Partners Global Investors, Inc., FIAM LLC, Geode Capital Management, LLC, J.P. Morgan Investment Management Inc., LSV Asset Management, Portolan Capital Management, LLC, Rice Hall James & Associates, LLC, and Victory Capital Management, Inc. (each a Sub-Adviser and collectively, the Sub-Advisers) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. Strategic Advisers and the Sub-Advisers are referred to herein as the Investment Advisers. 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, covers an extensive agenda of topics and materials and 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. The Board, acting directly and through its committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts.

At its September 2020 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In addition, the Board approved an amendment to the fund's sub-advisory agreement with AB to add certain exceptions to the most favored nation provision in the sub-advisory agreement and make other non-material amendments to the agreement (Amendment). The Board noted that the other terms of the amended sub-advisory agreement are not materially different from those of the existing sub-advisory agreement and that AB will continue to provide the same services to the fund.

In reaching its determination to renew the fund's Advisory Contracts and approve the Amendment, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services 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 provided by and the profits, if any, realized by Strategic Advisers from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and are realized as the fund grows and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund and approve the Amendment, 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 Amendment 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 and the approval of the Amendment do 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 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 the Amendment 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 Advisers, including the backgrounds of the fund's investment personnel and also considered 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 investment personnel 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, among other things, (i) setting, implementing and monitoring the investment strategies for the funds; (ii) identifying and recommending sub-advisers for the funds; (iii) overseeing compliance with federal securities laws by each sub-adviser with respect to the portion of fund assets allocated to the sub-adviser; (iv) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (v) 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 Strategic Advisers' sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

The Board also considered the nature, extent and quality of services provided by each Sub-Adviser. The Trustees noted that under the Sub-Advisory Agreements subject to oversight by Strategic Advisers, each Sub-Adviser is responsible for, among other things, identifying investments for the portion of fund assets allocated to the Sub-Adviser, if any, and executing portfolio transactions to implement its investment strategy. In addition, the Trustees noted that each Sub-Adviser is responsible for providing such reporting as may be requested from Strategic Advisers to fulfill its oversight responsibilities discussed above.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staffs, 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. The Board also considered the Investment Advisers' investments in business continuity planning, and their success in continuously providing services to the fund notwithstanding the severe disruptions caused by the COVID-19 pandemic.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of administrative and shareholder services performed by Strategic Advisers and its affiliates under the management contract and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including 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 and its performance history.

In connection with the renewal of the Advisory Contracts, the Board considered annualized return information for the fund for different time periods, measured against an appropriate securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

The Board considered discussions that occur at Board meetings throughout the year with representatives of Strategic Advisers about fund investment performance and the performance of each Sub-Adviser as part of regularly scheduled fund reviews and other reports to the Board on fund performance, taking into account various factors including general market conditions. In its discussions with representatives of Strategic Advisers regarding fund performance, the Board gave particular attention to information indicating underperformance of certain funds for specific time periods and discussed with Strategic Advisers the reasons for any such underperformance.

The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2019, 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 second quartile for the one-, three-, and five-year periods ended December 31, 2019. The Board also noted that the fund had out-performed 54%, 51%, and 63% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2019. The Board also noted that the investment performance of the fund was higher than its benchmark for the one-year period and lower 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 continue to benefit the shareholders of the fund.

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, as discussed below. The Board also noted Strategic Advisers' proposal to extend the management fee waiver and considered the fund's contractual maximum aggregate annual management fee rate. 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.

The Board noted that while Lipper categorizes the fund as Growth because the fund can invest in both small-cap and mid-cap securities, given the fund's small-cap focus and holdings, Fidelity believes the fund's investment strategy is better aligned with the Small Cap objective and therefore compares the fund to the Small Cap Mapped Group rather than the Growth & Capital Appreciation Mapped Group.

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 also are 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 %s 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 was considered by the Board.

Strategic Advisers Small-Mid Cap Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for the 12-month period ended December 31, 2019.

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 rate as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, 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 12-month period ended December 31, 2019.

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 and each Sub-Adviser, 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 the 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 relationships 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.

A public accounting firm has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. The 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 certain fund profitability information and its conformity to established allocation methodologies. After considering the 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 Fidelity's non-fund businesses and potential indirect benefits such businesses may have received as a result of their association with Fidelity's mutual fund business (i.e., fall-out benefits) as well as cases where Fidelity's affiliates may benefit from the fund's business. The Board noted that changes to fall-out benefits year-over-year reflect business developments at Fidelity's various businesses.

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.

The Board also considered information regarding the profitability of the Sub-Advisers' respective relationships with the fund and the potential fall-out benefits, if any, that may accrue to the Sub-Advisers as a result of their respective relationships with the fund. The Board noted the difficulty in evaluating a Sub-Adviser's costs and the profitability of a Sub-Advisory Agreement to a Sub-Adviser because of, among other things, differences in the type and content of information provided by each Sub-Adviser due to differences in business models, cost accounting methods, and profitability calculation methodologies among the Sub-Advisers. Accordingly, the Board considered profitability information provided by the Sub-Advisers in light of the nature of the relationships between Strategic Advisers and the Sub-Advisers with respect to the negotiation of sub-advisory fees.

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 Agreements 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 Strategic Advisers' management fee waiver into consideration.

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 arrangements bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed and the Amendment should be approved 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 and the approval of the Amendment do not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Liquidity Risk Management Program

The Securities and Exchange Commission adopted Rule 22e-4 under the Investment Company Act of 1940 (the Liquidity Rule) to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that funds will be unable to meet their redemption obligations and mitigating dilution of the interests of fund shareholders.

The Fund has adopted and implemented a liquidity risk management program (the Program) reasonably designed to assess and manage the Fund’s liquidity risk and to comply with the requirements of the Liquidity Rule. The Fund’s Board of Trustees (the Board) has designated the Fund’s investment adviser as administrator of the Program. Strategic Advisers has established a Liquidity Risk Management Committee (the LRM Committee) to manage the Program for each of the Funds. The LRM Committee monitors the adequacy and effectiveness of implementation of the Program and on a periodic basis assesses each Fund’s liquidity risk based on a variety of factors including (1) the Fund’s investment strategy, (2) portfolio liquidity and cash flow projections during normal and reasonably foreseeable stressed conditions, (3) shareholder redemptions and (4) borrowings and other funding sources, as applicable.

In accordance with the Program, each of the Fund’s portfolio investments is classified into one of four liquidity categories described below based on a determination of a reasonable expectation for how long it would take to convert the investment to cash (or sell or dispose of the investment) without significantly changing its market value.

  • Highly liquid investments – cash or convertible to cash within three business days or less
  • Moderately liquid investments – convertible to cash in three to seven calendar days
  • Less liquid investments – can be sold or disposed of, but not settled, within seven calendar days
  • Illiquid investments – cannot be sold or disposed of within seven calendar days

Liquidity classification determinations take into account a variety of factors including various market, trading and investment-specific considerations, as well as market depth, and generally utilize analysis from a third-party liquidity metrics service.

The Liquidity Rule places a 15% limit on a fund’s illiquid investments and requires funds that do not primarily hold assets that are highly liquid investments to determine and maintain a minimum percentage of the fund’s net assets to be invested in highly liquid investments (highly liquid investment minimum or HLIM). The Program includes provisions reasonably designed to comply with the 15% limit on illiquid investments and for determining, periodically reviewing and complying with the HLIM requirement as applicable.

At a recent meeting of the Fund’s Board of Trustees, the LRM Committee provided a written report to the Board pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the annual period from December 1, 2019 through November 30, 2020. The report concluded that the Program has been implemented and is operating effectively and is reasonably designed to assess and manage the Fund’s liquidity risk.

Proxy Voting Results

A special meeting of shareholders was held on November 2, 2020. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.

 # of
Votes 
% of
Votes 
ROBERT A. LAWRENCE 
Affirmative 204,250,982,594.51 96.530 
Withheld 7,343,512,146.85 3.470 
TOTAL 211,594,494,741.36 100.000 
CHARLES S. MORRISON 
Affirmative 204,349,460,488.43 96.576 
Withheld 7,245,034,252.93 3.424 
TOTAL 211,594,494,741.36 100.000 
PETER C. ALDRICH 
Affirmative 203,499,803,652.67 96.175 
Withheld 8,094,691,088.69 3.825 
TOTAL 211,594,494,741.36 100.000 
MARY C. FARRELL 
Affirmative 204,011,925,737.22 96.417 
Withheld 7,582,569,004.14 3.583 
TOTAL 211,594,494,741.36 100.00 
KAREN KAPLAN 
Affirmative 204,297,547,550.53 96.552 
Withheld 7,296,947,190.83 3.448 
TOTAL 211,594,494,741.36 100.000 
CHRISTINE MARCKS 
Affirmative 204,700,871,317.72 96.743 
Withheld 6,893,623,423.64 3.257 
TOTAL 211,594,494,741.36 100.000 
HEIDI L. STEIGER 
Affirmative 204,406,589,957.28 96.603 
Withheld 7,187,904,784.08 3.397 
TOTAL 211,594,494,741.36 100.000 

PROPOSAL 2

To approve the conversion of a fundamental investment policy to a non-fundamental investment policy.

 # of
Votes 
% of
Votes 
Affirmative 6,124,442,930.23 85.136 
Against 503,171,174.79 6.995 
Abstain 566,121,313.23 7.869 
Broker Non-Vote 0.00 0.000 
TOTAL 7,193,735,418.25 100.000 

PROPOSAL 3

To approve sub-advisory agreements among Strategic Advisers LLC (Strategic Advisers), FIL Investment Advisors (FIA), and the trust and sub-subadvisory agreements between FIA and FIL Investment Advisors (UK) Limited (FIA (UK)).

 # of
Votes 
% of
Votes 
Affirmative 6,450,123,478.62 89.664 
Against 312,320,256.59 4.341 
Abstain 431,291,683.04 5.995 
Broker Non-Vote 0.00 0.000 
TOTAL 7,193,735,418.25 100.000 

PROPOSAL 5

To approve a sub-subadvisory agreement between FIAM LLC (FIAM) and FMR Investment Management (UK) Limited (FMR UK).

 # of
Votes 
% of
Votes 
Affirmative 6,429,146,684.60 89.372 
Against 309,931,185.15 4.308 
Abstain 454,657,548.50 6.320 
Broker Non-Vote 0.00 0.000 
TOTAL 7,193,735,418.25 100.000 

PROPOSAL 6

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Hong Kong) Limited (FMR H.K.).

 # of
Votes 
% of
Votes 
Affirmative 6,344,570,956.22 88.196 
Against 396,489,973.21 5.512 
Abstain 452,674,488.82 6.292 
Broker Non-Vote 0.00 0.000 
TOTAL 7,193,735,418.25 100.000 

PROPOSAL 7

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Japan) Limited (FMR Japan).

 # of
Votes 
% of
Votes 
Affirmative 6,432,384,901.63 89.417 
Against 308,813.160.92 4.293 
Abstain 452,537,355.70 6.290 
Broker Non-Vote 0.00 0.000 
TOTAL 7,193,735,418.25 100.000 
Proposal 1 reflects trust wide proposal and voting results. 





Fidelity Investments

SMC-ANN-0421
1.912857.110


Strategic Advisers® International Fund

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



Annual Report

February 28, 2021

Fidelity Investments



Fidelity Investments

Contents

Note to Shareholders

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of 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

Liquidity Risk Management Program

Proxy Voting Results


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. © 2021 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-PORT. Forms N-PORT are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-PORT 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.institutional.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.



Note to Shareholders:

Early in 2020, the outbreak and spread of a new coronavirus emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and the outlook for corporate earnings. The virus causes a respiratory disease known as COVID-19. On March 11, 2020 the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread.

In the weeks following, as the crisis worsened, we witnessed an escalating human tragedy with wide-scale social and economic consequences from coronavirus-containment measures. The outbreak of COVID-19 prompted a number of measures to limit the spread, including travel and border restrictions, quarantines, and restrictions on large gatherings. In turn, these resulted in lower consumer activity, diminished demand for a wide range of products and services, disruption in manufacturing and supply chains, and – given the wide variability in outcomes regarding the outbreak – significant market uncertainty and volatility. Amid the turmoil, global governments and central banks took unprecedented action to help support consumers, businesses, and the broader economies, and to limit disruption to financial systems.

The situation continues to unfold, and the extent and duration of its impact on financial markets and the economy remain highly uncertain. Extreme events such as the coronavirus crisis are “exogenous shocks” that can have significant adverse effects on mutual funds and their investments. Although multiple asset classes may be affected by market disruption, the duration and impact may not be the same for all types of assets.

Fidelity is committed to helping you stay informed amid news about COVID-19 and during increased market volatility, and we’re taking extra steps to be responsive to customer needs. We encourage you to visit our websites, where we offer ongoing updates, commentary, and analysis on the markets and our funds.

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 28, 2021 Past 1 year Past 5 years Past 10 years 
Strategic Advisers® International Fund 28.99% 11.19% 6.23% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Strategic Advisers® International Fund on February 28, 2011.

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

$18,297Strategic Advisers® International Fund

$16,634MSCI EAFE Index

Management's Discussion of Fund Performance

Market Recap:  The MSCI ACWI (All Country World Index) ex USA Index gained 26.37% for the 12 months ending February 28, 2021, a volatile and unpredictable period that will be remembered by most investors for the impact of the coronavirus pandemic. The early-2020 outbreak and spread of COVID-19 resulted in non-U.S. stocks suffering one of the quickest declines on record, through late March, followed by a historic rebound. The crisis and containment efforts caused broad contraction in global economic activity, along with dislocation in financial markets. Rapid and expansive monetary/fiscal-policy responses partially offset the economic disruption and fueled the market surge, as did resilient corporate earnings and the potential for a COVID-19 vaccine breakthrough. The rally slowed in early September (-2.45%), when stocks began a two-month retreat. November (+13.46%) was a much different story, however, as investors digested election results in the U.S. The momentum continued in the final three months of the period (+7.75%), driven by regulatory approvals and the distribution of COVID-19 vaccines. For the full year, emerging markets (+37%) was the top region, followed by Japan (+29%) and Europe ex U.K. (+25%). Conversely, the U.K. (+9%), Canada (+20%) and Asia Pacific ex Japan (+21%) lagged. By sector, information technology (+63%) led, while materials (+49%) and consumer discretionary (+43%) also stood out. In contrast, real estate (+2%), energy (+4%) and utilities (+7%) notably underperformed.

Comments from Portfolio Manager Wilfred Chilangwa:  For the fiscal year ending February 28, 2021, the Fund advanced 28.99%, handily outpacing the 22.68% increase in the benchmark MSCI EAFE Index. Until the fourth quarter of 2020, growth stocks and strategies continued to outperform value-oriented approaches in international developed markets. At that point, market leadership began to rotate toward value and small-cap stocks. Within the Fund, sub-adviser William Blair Investment Management (+44%) surpassed the MSCI EAFE by a substantial margin and was the top contributor to relative performance. William Blair employs an opportunistic, quality growth strategy, with a bias toward emerging markets (EM). Security selection in Europe ex U.K. and in EM added considerable value, complemented by solid picks within the U.K. Sector-wise, favorable positioning in financials and energy, along with solid security selection in industrials and consumer discretionary, fueled this manager's outsized performance. Fidelity® International Discovery Fund (+35%) also significantly contributed versus the benchmark. The portfolio manager of this fund looks for companies with strong three- to five-year earnings prospects, responsible management teams, conservative balance sheets and large potential markets. This period, his strategy yielded strong investment choices in the financials and health care sectors. Beneficial positioning in information technology, as well as the Europe ex U.K. and Pacific ex Japan regions also helped. On the downside, Fidelity® SAI International Low Volatility Index Fund (+6%) was the only material relative detractor. This fund maintains equity exposure across a range of benchmark sectors that have exhibited relatively low volatility. Greater-than-benchmark allocations in more defensive sectors, such as consumer staples and utilities, hampered its performance in the risk-driven market environment from March on. Looking ahead, I plan to gradually increase the fund’s allocations to managers that I believe are positioned to benefit from the global economic recovery – particularly those emphasizing value stocks and/or those with significant small-cap exposure.

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 28, 2021

(excluding cash equivalents) % of fund's net assets 
Fidelity International Discovery Fund 6.1 
iShares MSCI Japan ETF 5.9 
Oakmark International Fund Investor Class 4.4 
Artisan International Value Fund Investor Class 4.2 
iShares MSCI EAFE Value ETF 3.7 
Fidelity Diversified International Fund 3.2 
WCM Focused International Growth Fund Investor Class 3.1 
Fidelity Overseas Fund 2.9 
JOHCM International Select Fund Class II Shares 2.9 
Pear Tree Polaris Foreign Value Fund Institutional Shares 2.6 
 39.0 

Top Five Market Sectors as of February 28, 2021

(stocks only) % of fund's net assets 
Investment Companies 11.6 
Information Technology 8.8 
Industrials 8.7 
Financials 6.5 
Consumer Staples 5.4 

Geographic Diversification (% of fund's net assets)

As of February 28, 2021 
   United States of America* 52.2% 
   Japan 9.0% 
   United Kingdom 5.9% 
   France 5.3% 
   Germany 5.3% 
   Switzerland 5.0% 
   Netherlands 2.9% 
   Cayman Islands 1.3% 
   Korea (South) 1.3% 
   Other 11.8% 


 * Includes Short Term and Net Other Assets (liabilities)

Asset Allocation (% of fund's net assets)

As of February 28, 2021  
   Common Stocks 48.7% 
   Preferred Stocks 0.7% 
   Europe Stock Funds 0.5% 
   Foreign Large Blend Funds 11.7% 
   Foreign Large Growth Funds 18.8% 
   Foreign Large Value Funds 6.3% 
   Foreign Small Mid Growth Funds 1.0% 
   Foreign Small Mid Blend Funds 1.9% 
   Foreign Small Mid Value Funds 0.9% 
   Other 7.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 2.1% 


Asset allocations of funds in the pie chart reflect the categorizations of assets as defined by Morningstar as of the reporting date.

Schedule of Investments February 28, 2021

Showing Percentage of Net Assets

Common Stocks - 48.7%   
 Shares Value 
COMMUNICATION SERVICES - 1.9%   
Diversified Telecommunication Services - 0.3%   
Elisa Corp. (A Shares) (a) 11,327 $674,446 
Hellenic Telecommunications Organization SA 401,395 6,170,022 
KT Corp. 164,909 3,805,122 
Liberty Global PLC Class C (b) 457,600 11,119,680 
Nippon Telegraph & Telephone Corp. 1,195,000 30,956,547 
Nippon Telegraph & Telephone Corp. sponsored ADR 48,568 1,266,653 
Orange SA 518,831 5,977,875 
Proximus 26,799 523,816 
Telecom Italia SpA (Risparmio Shares) 7,680,092 4,116,142 
  64,610,303 
Entertainment - 0.6%   
Akatsuki, Inc. 6,800 264,740 
Amuse, Inc. 53,800 1,336,988 
Klab, Inc. (b) 210,600 1,659,590 
Konami Holdings Corp. 30,600 1,975,728 
NetEase, Inc. 478,375 10,237,963 
NetEase, Inc. ADR 158,673 17,430,229 
Nintendo Co. Ltd. 57,300 35,043,115 
Nintendo Co. Ltd. ADR 39,923 3,078,862 
Sea Ltd. ADR (b) 51,135 12,052,008 
Shochiku Co. Ltd. 1,000 149,163 
Square Enix Holdings Co. Ltd. 164,600 9,326,741 
Tencent Music Entertainment Group ADR (b) 123,278 3,170,710 
Toei Co. Ltd. 5,300 1,055,078 
Toho Co. Ltd. 42,000 1,585,437 
Ubisoft Entertainment SA (b) 132,172 10,776,154 
Vivendi SA 237,200 8,210,017 
  117,352,523 
Interactive Media & Services - 0.5%   
Baidu.com, Inc. sponsored ADR (b) 23,675 6,710,916 
Bengo4.Com, Inc. (b) 16,600 1,493,447 
Carsales.com Ltd. 146,303 2,102,861 
GA Technologies Co. Ltd. (b) 12,500 306,182 
Info Edge India Ltd. 35,111 2,331,814 
Kakao Corp. 13,753 5,952,386 
NAVER Corp. 61,025 20,296,113 
Scout24 AG (c) 89,932 6,776,291 
SEEK Ltd. 136,007 2,689,520 
Tencent Holdings Ltd. 517,200 44,994,855 
Yandex NV Series A (b) 91,354 5,845,286 
Z Holdings Corp. 1,170,900 7,148,681 
  106,648,352 
Media - 0.2%   
CyberAgent, Inc. 148,100 8,944,016 
Dentsu Group, Inc. 17,800 621,560 
Eutelsat Communications 171,546 2,067,305 
Gakken Holdings Co. Ltd. 6,400 95,164 
Informa PLC (b) 790,369 6,065,091 
Mediaset SpA (b) 109,336 309,483 
Publicis Groupe SA 9,994 585,308 
Stroer Out-of-Home Media AG 65,599 5,884,689 
Telenet Group Holding NV 3,389 135,100 
WPP PLC 868,761 10,389,898 
WPP PLC ADR 32,988 1,962,456 
  37,060,070 
Wireless Telecommunication Services - 0.3%   
Advanced Info Service PCL (For. Reg.) 1,007,600 5,494,786 
KDDI Corp. 433,300 13,507,472 
Mobile TeleSystems OJSC 341,880 1,442,377 
SoftBank Group Corp. 271,700 25,357,624 
Tele2 AB (B Shares) 469,993 5,930,643 
Vodafone Group PLC sponsored ADR 520,193 8,936,916 
  60,669,818 
TOTAL COMMUNICATION SERVICES  386,341,066 
CONSUMER DISCRETIONARY - 4.9%   
Auto Components - 0.6%   
Aisin Seiki Co. Ltd. 12,600 428,491 
Autoliv, Inc. (depositary receipt) 70,131 6,169,342 
Compagnie Generale des Etablissements Michelin SCA Series B 63,080 9,120,791 
Continental AG 81,520 11,719,584 
Continental AG sponsored ADR 26,791 383,111 
DENSO Corp. 109,900 6,639,549 
Eagle Industry Co. Ltd. 41,300 419,606 
Faurecia SA (b) 24,583 1,269,771 
JTEKT Corp. 73,600 781,705 
Koito Manufacturing Co. Ltd. 198,800 13,241,522 
Magna International, Inc. Class A 190,740 16,060,308 
Musashi Seimitsu Industry Co. Ltd. 44,100 726,071 
Schaeffler AG 11,564 98,784 
Shoei Co. Ltd. 6,300 237,000 
Stanley Electric Co. Ltd. 213,200 6,310,296 
Sumitomo Rubber Industries Ltd. 223,300 2,482,391 
Toyoda Gosei Co. Ltd. 4,500 116,558 
Toyota Industries Corp. 401,600 34,284,535 
TPR Co. Ltd. 19,100 263,578 
Valeo SA 383,171 13,518,090 
Yorozu Corp. 17,400 200,942 
  124,472,025 
Automobiles - 0.4%   
Bayerische Motoren Werke AG (BMW) 39,827 3,435,809 
Daimler AG (Germany) 38,068 3,042,925 
Ferrari NV 3,200 631,616 
Ferrari NV 16,230 3,162,542 
Honda Motor Co. Ltd. 417,900 11,551,296 
Honda Motor Co. Ltd. sponsored ADR 25,239 698,363 
Isuzu Motors Ltd. 41,800 439,917 
Kia Motors Corp. 11,405 803,137 
Mazda Motor Corp. 229,300 1,824,157 
Mitsubishi Motors Corp. of Japan (b) 711,500 2,039,630 
Nissan Motor Co. Ltd. (b) 724,100 3,958,667 
Nissan Motor Co. Ltd. sponsored ADR (a)(b) 65,100 715,124 
Renault SA 73,638 3,298,479 
Stellantis NV 435,627 7,055,732 
Stellantis NV (Italy) 258,974 4,197,656 
Subaru Corp. 112,600 2,122,605 
Suzuki Motor Corp. 164,600 7,179,861 
Toyota Motor Corp. 271,700 20,076,940 
Toyota Motor Corp. sponsored ADR 2,200 325,446 
Volkswagen AG 17,763 4,151,368 
Yamaha Motor Co. Ltd. 314,100 6,908,615 
  87,619,885 
Distributors - 0.1%   
B&S Group SARL (b)(c) 50,128 494,742 
Inchcape PLC (b) 989,400 9,773,083 
  10,267,825 
Diversified Consumer Services - 0.1%   
AcadeMedia AB (c) 112,541 1,126,223 
Litalico, Inc. (b) 3,700 133,290 
Offcn Education Technology Co. A Shares 470,700 2,368,348 
TAL Education Group ADR (b) 150,372 11,659,845 
  15,287,706 
Hotels, Restaurants & Leisure - 0.7%   
Accor SA (b) 65,333 2,724,279 
Aristocrat Leisure Ltd. 330,792 7,727,467 
Autogrill SpA (b) 276,343 1,783,806 
Betsson AB (B Shares) 179,123 1,458,415 
Collins Foods Ltd. 106,613 785,059 
Compass Group PLC 2,183,338 44,336,957 
Entain PLC (b) 826,416 16,268,756 
Evolution Gaming Group AB (c) 103,250 12,857,492 
Flutter Entertainment PLC 48,537 9,345,326 
Greggs PLC (b) 42,384 1,231,770 
InterContinental Hotel Group PLC (b) 29,974 2,106,396 
Jumbo Interactive Ltd. 39,415 409,426 
Marston's PLC (b) 420,484 560,335 
McDonald's Holdings Co. (Japan) Ltd. 6,600 326,920 
Melco Crown Entertainment Ltd. sponsored ADR 165,234 3,578,968 
Melia Hotels International SA (b) 263,982 2,229,552 
Oriental Land Co. Ltd. 30,300 5,071,082 
Resorttrust, Inc. 22,400 384,348 
Round One Corp. 188,700 2,053,492 
Sands China Ltd. 3,299,200 15,549,580 
SkiStar AB (b) 62,038 928,671 
Sushiro Global Holdings Ltd. (a) 73,100 2,732,806 
Yum China Holdings, Inc. 139,021 8,319,017 
  142,769,920 
Household Durables - 0.5%   
Barratt Developments PLC 555,000 5,137,314 
Casio Computer Co. Ltd. 101,200 1,961,410 
Crompton Greaves Consumer Electricals Ltd. 426,543 2,221,933 
Electrolux AB (B Shares) 20,009 472,625 
Iida Group Holdings Co. Ltd. 4,600 104,087 
Nikon Corp. (a) 541,200 4,842,336 
Panasonic Corp. 849,200 10,978,576 
Persimmon PLC 519,592 18,748,895 
Rinnai Corp. 6,200 627,009 
Sekisui House Ltd. 121,800 2,298,200 
Sony Corp. 487,000 51,427,776 
Sony Corp. sponsored ADR 49,059 5,190,933 
TomTom Group BV (b) 101,198 949,941 
Vistry Group PLC 849 9,959 
  104,970,994 
Internet & Direct Marketing Retail - 0.7%   
Alibaba Group Holding Ltd. (b) 707,016 21,245,255 
Alibaba Group Holding Ltd. sponsored ADR (b) 19,438 4,621,579 
Allegro.eu SA (b)(c) 145,823 2,502,825 
ASKUL Corp. 15,600 515,878 
ASOS PLC (b) 195,703 15,268,591 
Boohoo.Com PLC (b) 480,993 2,257,632 
Delivery Hero AG (b)(c) 44,524 5,678,250 
HelloFresh AG (b) 46,037 3,582,713 
Home24 AG (b) 18,627 383,189 
JD.com, Inc. Class A 214,900 10,078,763 
Meituan Class B (b)(c) 179,600 7,872,674 
MercadoLibre, Inc. (b) 4,993 8,179,083 
Mercari, Inc. (b) 800 38,426 
Naspers Ltd. Class N 34,129 8,053,674 
Rakuten, Inc. 2,234,200 25,111,956 
THG PLC 174,775 1,723,955 
Trainline PLC (b)(c) 391,196 2,820,449 
Zalando SE (b)(c) 112,527 11,543,119 
  131,478,011 
Leisure Products - 0.1%   
Sega Sammy Holdings, Inc. 560,200 9,401,921 
SHIMANO, Inc. 15,500 3,462,217 
Yamaha Corp. 96,900 5,432,191 
  18,296,329 
Multiline Retail - 0.1%   
Magazine Luiza SA 961,200 4,147,214 
Marks & Spencer Group PLC (b) 737,812 1,469,760 
Next PLC (b) 82,108 8,648,101 
  14,265,075 
Specialty Retail - 0.2%   
Clas Ohlson AB (B Shares) (b) 92,394 830,505 
Dufry AG (b) 11,197 764,432 
Geo Holdings Corp. 45,800 513,878 
H&M Hennes & Mauritz AB (B Shares) 47,938 1,129,770 
Hornbach Holding AG & Co. KGaA 7,144 674,052 
JD Sports Fashion PLC (b) 138,885 1,606,779 
Kingfisher PLC (b) 3,982,158 14,759,676 
Kingfisher PLC ADR (b) 20,131 148,365 
Mekonomen AB 79,475 1,049,451 
Nitori Holdings Co. Ltd. 14,400 2,684,929 
USS Co. Ltd. 295,500 5,610,882 
WH Smith PLC 594,872 15,829,615 
  45,602,334 
Textiles, Apparel & Luxury Goods - 1.4%   
adidas AG 58,215 20,292,136 
Asics Corp. 33,800 553,319 
Brunello Cucinelli SpA 41,205 1,696,306 
Burberry Group PLC 171,348 4,333,998 
Canada Goose Holdings, Inc. (a)(b) 58,242 2,610,989 
Compagnie Financiere Richemont SA:   
warrants 11/22/23 (b) 1,233,015 433,755 
Series A 576,739 55,527,732 
Essilor International SA 258,111 42,106,486 
Gildan Activewear, Inc. 161,187 4,897,927 
Gildan Activewear, Inc. 9,900 300,663 
Hermes International SCA 4,496 5,008,036 
Hugo Boss AG 20,096 759,896 
Kering SA 23,206 14,696,780 
Li Ning Co. Ltd. 1,734,000 9,747,036 
lululemon athletica, Inc. (b) 27,797 8,663,769 
LVMH Moet Hennessy Louis Vuitton SE 87,552 55,474,607 
Moncler SpA 200,594 12,415,969 
Pandora A/S 21,052 2,048,089 
Puma AG 82,571 8,765,099 
Samsonite International SA (b)(c) 1,750,200 3,407,231 
Shenzhou International Group Holdings Ltd. 226,000 4,693,977 
Swatch Group AG (Bearer) 13,741 4,096,696 
Swatch Group AG (Bearer) (Reg.) 86,127 4,942,373 
TSI Holdings Co. Ltd. 14,600 35,885 
  267,508,754 
TOTAL CONSUMER DISCRETIONARY  962,538,858 
CONSUMER STAPLES - 5.2%   
Beverages - 1.2%   
Carabao Group PCL 396,500 1,797,045 
Carlsberg A/S Series B 30,526 4,804,358 
Coca-Cola HBC AG 20,970 653,841 
Coca-Cola West Co. Ltd. 96,100 1,649,824 
Diageo PLC 1,864,141 73,044,034 
Heineken Holding NV 185,496 15,935,286 
Heineken NV (Bearer) (a) 233,778 23,044,698 
ITO EN Ltd. 413,200 22,792,964 
Kirin Holdings Co. Ltd. 980,900 19,324,559 
Kweichow Moutai Co. Ltd. (A Shares) 26,007 8,526,002 
Pernod Ricard SA 339,344 64,424,676 
Royal Unibrew A/S 21,638 2,227,978 
Sapporo Holdings Ltd. 8,300 171,210 
  238,396,475 
Food & Staples Retailing - 0.4%   
AEON Co. Ltd. 1,800 54,354 
Bim Birlesik Magazalar A/S JSC 72,204 642,634 
Carrefour SA 279,762 4,875,864 
Casino Guichard Perrachon SA (a)(b) 131,236 4,208,751 
Cawachi Ltd. 5,500 147,619 
Cosmos Pharmaceutical Corp. 4,200 600,872 
Create SD Holdings Co. Ltd. 28,200 855,828 
J Sainsbury PLC 185,458 584,456 
Matsumotokiyoshi Holdings Co. Ltd. 120,800 4,737,033 
Mitsubishi Shokuhin Co. Ltd. 6,600 177,020 
Okuwa Co. Ltd. 33,300 353,009 
Seven & i Holdings Co. Ltd. 865,700 32,995,551 
Sugi Holdings Co. Ltd. 60,300 4,197,439 
Tesco PLC 5,102,052 16,036,315 
Welcia Holdings Co. Ltd. 102,300 3,267,803 
Zur Rose Group AG (b) 5,240 2,471,236 
  76,205,784 
Food Products - 1.6%   
Barry Callebaut AG 2,904 6,282,715 
Chacha Food Co. Ltd. (A Shares) 231,800 2,037,645 
Danone SA 829,684 56,419,273 
Ezaki Glico Co. Ltd. 202,300 8,227,126 
Foshan Haitian Flavouring & Food Co. Ltd. (A Shares) 164,000 4,374,076 
Kerry Group PLC Class A 108,690 13,107,435 
La Doria SpA 25,799 436,412 
Lindt & Spruengli AG (participation certificate) 414 3,470,291 
Mowi ASA 496,800 11,998,007 
Nestle SA:   
(Reg. S) 1,711,570 178,634,306 
sponsored ADR 1,197 125,470 
Nissin Food Holdings Co. Ltd. 68,300 5,157,981 
Toyo Suisan Kaisha Ltd. 470,000 20,017,824 
Wilmar International Ltd. 2,644,600 10,472,092 
  320,760,653 
Household Products - 0.5%   
Colgate-Palmolive Co. 305,481 22,972,171 
Essity AB (B Shares) 211,900 6,369,121 
Lion Corp. 216,600 4,157,452 
Pigeon Corp. 16,700 603,171 
Reckitt Benckiser Group PLC 588,269 49,344,588 
Unicharm Corp. 47,600 1,882,655 
  85,329,158 
Personal Products - 1.2%   
Kao Corp. 689,100 46,361,955 
Kobayashi Pharmaceutical Co. Ltd. 285,900 26,982,072 
Kose Corp. 32,100 5,140,457 
L'Oreal SA 196,289 71,635,622 
Pola Orbis Holdings, Inc. 85,000 1,940,100 
Proya Cosmetics Co. Ltd. (A Shares) 85,000 2,205,354 
Rohto Pharmaceutical Co. Ltd. 553,300 14,783,042 
Unilever PLC 1,307,999 68,026,616 
Unilever PLC sponsored ADR 122,533 6,379,068 
  243,454,286 
Tobacco - 0.3%   
British American Tobacco PLC:   
(United Kingdom) 1,241,168 43,099,782 
sponsored ADR 23,600 827,416 
Imperial Brands PLC 449,100 8,340,396 
Japan Tobacco, Inc. 430,600 7,796,667 
  60,064,261 
TOTAL CONSUMER STAPLES  1,024,210,617 
ENERGY - 1.6%   
Energy Equipment & Services - 0.1%   
BW Offshore Ltd. 71,974 292,525 
CGG SA (b) 192,985 225,535 
Core Laboratories NV 100,772 3,581,437 
John Wood Group PLC 145,363 605,737 
Petrofac Ltd. (b) 179,670 326,162 
Schoeller-Bleckmann Oilfield Equipment AG 4,692 221,067 
Tenaris SA 336,338 3,512,277 
Tenaris SA sponsored ADR (a) 321,272 6,730,648 
WorleyParsons Ltd. 887,786 7,582,487 
  23,077,875 
Oil, Gas & Consumable Fuels - 1.5%   
Ampol Ltd. 757 14,317 
BP PLC 7,572,800 31,014,611 
BP PLC sponsored ADR 624,005 15,231,962 
Cairn Energy PLC 2,018,770 5,371,971 
ENEOS Holdings, Inc. 1,032,500 4,565,703 
Eni SpA 2,230,494 25,501,281 
Eni SpA sponsored ADR 4,900 112,112 
EnQuest PLC (b) 107,908 29,346 
Equinor ASA 669,454 12,604,476 
Galp Energia SGPS SA Class B 856,116 9,570,036 
Gazprom OAO 240,410 704,060 
Gazprom OAO sponsored ADR (Reg. S) 430,845 2,498,901 
Gulf Keystone Petroleum Ltd. (b) 619 1,475 
Idemitsu Kosan Co. Ltd. 321,200 8,448,609 
INPEX Corp. 534,400 3,973,579 
Japan Petroleum Exploration Co. Ltd. 18,600 388,769 
Lukoil PJSC 24,105 1,806,491 
Lundin Petroleum AB 94,400 3,053,167 
Neste Oyj 196,480 12,910,448 
Oil Search Ltd. ADR 1,811,662 5,910,489 
OMV AG 148,480 7,140,861 
Ovintiv, Inc. 81,673 1,884,196 
Premier Oil PLC (a)(b) 109,141 43,351 
Reliance Industries Ltd. 24,740 405,128 
Reliance Industries Ltd. 435,627 12,289,257 
Repsol SA 940,021 11,832,793 
Rosneft Oil Co. OJSC 322,720 2,272,318 
Royal Dutch Shell PLC (a) 72,464 1,388,411 
Royal Dutch Shell PLC:   
Class B rights 3/31/21 (a)(b)(d) 72,464 12,063 
Class A sponsored ADR (a) 31,410 1,288,752 
Class B sponsored ADR 614,713 23,900,041 
Class B rights 3/31/21 (b)(d) 177,103 29,513 
Class B (United Kingdom) 177,103 3,471,810 
Santos Ltd. 1,892,500 10,528,211 
Tatneft PAO sponsored ADR 25,691 1,070,801 
TC Energy Corp. 149,897 6,278,100 
Total SA 1,549,778 72,266,339 
Total SA sponsored ADR 41,944 1,946,202 
VERBIO Vereinigte BioEnergie AG 15,679 627,115 
  302,387,065 
TOTAL ENERGY  325,464,940 
FINANCIALS - 6.5%   
Banks - 2.9%   
AIB Group PLC 7,346,300 16,513,033 
Australia & New Zealand Banking Group Ltd. 395,508 7,964,149 
Banco Bilbao Vizcaya Argentaria SA 4,788,441 26,627,943 
Banco Bradesco SA 123,000 451,906 
Banco de Sabadell SA 368,791 185,372 
Bank Ireland Group PLC 2,062,642 8,411,741 
Barclays PLC 12,069,460 26,837,014 
BNP Paribas SA 974,791 57,948,796 
CaixaBank SA 9,723,348 28,161,091 
Chiba Bank Ltd. 694,600 4,448,513 
Close Brothers Group PLC 147,847 3,202,996 
DBS Group Holdings Ltd. 1,041,300 20,804,134 
DNB ASA 835,374 16,248,682 
Erste Group Bank AG 176,985 5,827,541 
Grupo Financiero Banorte S.A.B. de CV Series O (b) 1,619,789 8,134,173 
HDFC Bank Ltd. (b) 1,131,550 23,589,322 
ING Groep NV (Certificaten Van Aandelen) 5,853,796 64,114,945 
Intesa Sanpaolo SpA 2,240,025 5,759,175 
Jyske Bank A/S (Reg.) (b) 86,506 3,737,758 
KBC Groep NV 380,587 27,377,340 
Lloyds Banking Group PLC 14,098,329 7,681,804 
Mebuki Financial Group, Inc. 1,147,500 2,443,665 
Mediobanca SpA (b) 1,111,700 11,559,510 
Mitsubishi UFJ Financial Group, Inc. 4,028,100 21,186,582 
National Bank of Canada 221,816 13,972,003 
NatWest Group PLC 3,437,392 8,821,291 
Nordea Bank ABP (Helsinki Stock Exchange) 13,142 119,050 
North Pacific Bank Ltd. 1,021,400 2,309,277 
Piraeus Financial Holdings SA (b) 718,833 666,960 
PT Bank Central Asia Tbk 4,379,300 10,317,803 
PT Bank Mandiri (Persero) Tbk 4,971,000 2,128,599 
Raiffeisen International Bank-Holding AG 29,903 606,857 
Sberbank of Russia 959,670 3,481,238 
Shiga Bank Ltd. 8,600 168,135 
Shinsei Bank Ltd. 246,400 3,525,186 
Standard Chartered PLC (United Kingdom) 492,008 3,167,536 
Sumitomo Mitsui Financial Group, Inc. 1,164,500 41,113,159 
Sumitomo Mitsui Trust Holdings, Inc. 164,800 5,441,280 
Svenska Handelsbanken AB (A Shares) 942,047 9,931,839 
Sydbank A/S 114,705 2,620,467 
The Hachijuni Bank Ltd. 681,400 2,243,739 
The Yamanashi Chuo Bank Ltd. 25,300 204,593 
UniCredit SpA 5,113,107 52,685,132 
United Overseas Bank Ltd. 500,500 9,263,792 
  572,005,121 
Capital Markets - 1.1%   
3i Group PLC 351,510 5,421,242 
B3 SA - Brasil Bolsa Balcao 653,600 6,332,836 
Brewin Dolphin Holding PLC 214,846 878,514 
Credit Suisse Group AG 1,405,634 20,334,700 
Daiwa Securities Group, Inc. 89,200 436,530 
Deutsche Bank AG (b) 298,548 3,679,216 
Deutsche Borse AG 111,865 18,295,280 
Euronext NV (c) 217,386 23,396,007 
Futu Holdings Ltd. ADR (b) 1,762 269,216 
Hong Kong Exchanges and Clearing Ltd. 190,600 11,627,990 
IG Group Holdings PLC 171,700 1,863,465 
Intermediate Capital Group PLC 205,139 4,947,192 
Julius Baer Group Ltd. 302,166 18,599,331 
Jupiter Fund Management PLC 142,203 585,238 
London Stock Exchange Group PLC 88,162 11,847,099 
Macquarie Group Ltd. 293,035 32,125,789 
Netwealth Group Ltd. 23,683 254,938 
Nomura Holdings, Inc. 1,067,800 6,237,208 
Partners Group Holding AG 7,277 8,723,760 
UBS Group AG 2,896,859 44,902,668 
XP, Inc. Class A (b) 37,571 1,658,384 
  222,416,603 
Consumer Finance - 0.0%   
AEON Financial Service Co. Ltd. 20,900 267,438 
Hoist Finance AB (b)(c) 55,065 265,286 
  532,724 
Diversified Financial Services - 0.4%   
Challenger Ltd. 2,434,260 12,081,117 
Element Financial Corp. 980,076 9,611,306 
EXOR NV 67,800 5,439,972 
Groupe Bruxelles Lambert SA 94,400 9,357,886 
Hypoport AG (b) 3,600 2,523,620 
Industrivarden AB (C Shares) 19,520 644,741 
Investor AB (B Shares) 167,500 12,394,036 
M&G PLC 805,040 2,062,589 
Mitsubishi UFJ Lease & Finance Co. Ltd. 751,700 4,026,649 
ORIX Corp. 1,202,200 20,317,682 
  78,459,598 
Insurance - 2.0%   
AEGON NV 485,230 2,325,576 
AEGON NV (NY Reg.) 454,419 2,149,402 
AIA Group Ltd. 4,031,400 50,841,719 
Allianz SE 54,600 13,162,350 
Aon PLC 88,422 20,134,574 
Assicurazioni Generali SpA 45,436 852,464 
Aviva PLC 4,820,379 24,421,978 
AXA SA 2,227,425 56,015,839 
Baloise Holdings AG 7,260 1,268,195 
Beazley PLC 323,569 1,558,854 
CNP Assurances 97,156 1,747,803 
Coface SA (b) 124,507 1,359,526 
Dai-ichi Mutual Life Insurance Co. 165,300 2,937,902 
Direct Line Insurance Group PLC 692,154 3,091,574 
Hiscox Ltd. (b) 889,767 11,702,045 
MAPFRE SA (Reg.) 1,338,547 2,538,818 
MS&AD Insurance Group Holdings, Inc. 55,400 1,572,516 
MS&AD Insurance Group Holdings, Inc. ADR 5,200 73,944 
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen 72,167 21,158,762 
NN Group NV 137,581 6,341,137 
PICC Property & Casualty Co. Ltd. (H Shares) 7,236,000 5,476,129 
Ping An Insurance Group Co. of China Ltd. (H Shares) 1,571,500 19,446,646 
Porto Seguro SA 70,900 551,467 
Prudential PLC 1,227,796 24,458,045 
Sampo Oyj (A Shares) 368,477 16,391,883 
Sompo Holdings, Inc. 246,000 9,467,568 
Storebrand ASA (A Shares) 1,134,979 9,699,668 
Sun Life Financial, Inc. (a) 304,408 14,648,708 
Swiss Life Holding AG 9,214 4,581,424 
Talanx AG 111,900 4,652,546 
Tokio Marine Holdings, Inc. 289,800 14,396,869 
Tokio Marine Holdings, Inc. ADR (a) 3,647 182,532 
Wustenrot & Wurttembergische AG 15,481 318,283 
Zurich Insurance Group Ltd. 128,905 52,620,393 
  402,147,139 
Thrifts & Mortgage Finance - 0.1%   
Aareal Bank AG 1,076 28,561 
Housing Development Finance Corp. Ltd. 205,809 7,068,604 
  7,097,165 
TOTAL FINANCIALS  1,282,658,350 
HEALTH CARE - 4.8%   
Biotechnology - 0.1%   
Abcam PLC 67,514 1,595,266 
Genmab A/S (b) 20,576 6,910,748 
Genmab A/S ADR (b) 13,417 454,434 
Pharma Foods International Co. Ltd. 200 6,314 
Vitrolife AB 50,458 1,634,945 
  10,601,707 
Health Care Equipment & Supplies - 1.2%   
AK Medical Holdings Ltd. (c) 416,000 612,486 
Alcon, Inc. (Switzerland) (b) 285,978 19,661,479 
ASAHI INTECC Co. Ltd. 141,700 4,061,105 
Carl Zeiss Meditec AG 30,807 4,620,254 
Coloplast A/S Series B 39,803 6,062,931 
Elekta AB (B Shares) (a) 532,040 7,173,552 
GN Store Nord A/S 18,239 1,532,938 
Hoya Corp. 155,500 17,651,391 
InMode Ltd. (b) 28,679 1,977,704 
Koninklijke Philips Electronics NV 1,311,801 71,620,469 
Koninklijke Philips Electronics NV (depositary receipt) (NY Reg.) 65,581 3,567,606 
Medacta Group SA (b)(c) 2,347 267,300 
Nihon Kohden Corp. 495,000 13,415,779 
Olympus Corp. 1,116,500 23,524,299 
Shenzhen Mindray Bio-Medical Electronics Co. Ltd. (A Shares) 49,400 3,188,992 
Siemens Healthineers AG (c) 175,102 9,682,473 
Smith & Nephew PLC 655,555 12,731,649 
Sonova Holding AG Class B 13,129 3,360,008 
Straumann Holding AG 7,922 9,571,020 
Terumo Corp. 664,400 24,715,888 
Venus MedTech Hangzhou, Inc. (H Shares) (b)(c) 219,000 1,939,715 
  240,939,038 
Health Care Providers & Services - 0.2%   
Aier Eye Hospital Group Co. Ltd. (A Shares) 501,900 5,602,547 
Amplifon SpA 70,083 2,790,435 
Dr Lal Pathlabs Ltd. (c) 79,052 2,459,864 
Estia Health Ltd. 51,256 84,399 
Fresenius Medical Care AG & Co. KGaA 781 54,071 
Fresenius SE & Co. KGaA 603,789 25,818,097 
Notre Dame Intermedica Participacoes SA 183,600 2,841,046 
Spire Healthcare Group PLC (c) 91,336 186,548 
Topchoice Medical Corp. (b) 101,600 4,158,050 
  43,995,057 
Health Care Technology - 0.1%   
CompuGroup Medical AG 32,455 2,784,175 
M3, Inc. 154,000 12,239,601 
Pro Medicus Ltd. 54,602 1,863,299 
  16,887,075 
Life Sciences Tools & Services - 0.3%   
Bachem Holding AG (B Shares) 3,499 1,323,208 
Eurofins Scientific SA (b) 54,537 4,845,631 
Evotec OAI AG (b) 130,947 5,066,871 
Hangzhou Tigermed Consulting Co. Ltd. (A Shares) 244,300 5,303,923 
ICON PLC (b) 36,315 6,561,394 
Lonza Group AG 22,732 14,338,116 
Sartorius Stedim Biotech 20,414 8,916,245 
Siegfried Holding AG 3,448 2,689,338 
Tecan Group AG 7,087 2,977,685 
WuXi AppTec Co. Ltd. 144,480 3,205,931 
Wuxi Biologics (Cayman), Inc. (b)(c) 1,117,000 13,838,425 
  69,066,767 
Pharmaceuticals - 2.9%   
Astellas Pharma, Inc. 2,181,700 34,495,252 
AstraZeneca PLC sponsored ADR (a) 560,382 27,111,281 
Bayer AG 747,704 45,416,416 
Daiichi Sankyo Kabushiki Kaisha 302,100 8,578,549 
GlaxoSmithKline PLC 193,752 3,232,901 
GlaxoSmithKline PLC sponsored ADR 361,572 12,152,435 
Ipca Laboratories Ltd. 59,478 1,487,855 
Ipsen SA 53,082 4,524,856 
Kyowa Hakko Kirin Co., Ltd. 556,700 15,572,541 
Novartis AG 960,481 82,722,803 
Novo Nordisk A/S Series B 498,332 35,549,554 
Orion Oyj (B Shares) 31,454 1,289,189 
Otsuka Holdings Co. Ltd. 283,200 11,295,728 
Roche Holding AG:   
(participation certificate) 413,801 135,751,149 
sponsored ADR 12,427 510,750 
Sanofi SA 951,729 87,340,843 
Sanofi SA sponsored ADR 14,066 645,489 
Santen Pharmaceutical Co. Ltd. 2,147,700 29,456,704 
Takeda Pharmaceutical Co. Ltd. 1,118,900 37,705,612 
Takeda Pharmaceutical Co. Ltd. ADR 216,511 3,617,899 
  578,457,806 
TOTAL HEALTH CARE  959,947,450 
INDUSTRIALS - 8.7%   
Aerospace & Defense - 0.9%   
Airbus Group NV 450,350 52,319,256 
Dassault Aviation SA (b) 6,004 6,469,005 
Leonardo SpA 441,366 3,530,675 
Meggitt PLC 1,742,365 10,273,023 
MTU Aero Engines Holdings AG 57,883 13,758,230 
Rolls-Royce Holdings PLC 39,698,252 59,566,290 
Safran SA (b) 158,242 21,570,372 
Senior Engineering Group PLC 325,958 464,570 
Thales SA 3,148 297,932 
  168,249,353 
Air Freight & Logistics - 0.2%   
Deutsche Post AG 276,100 13,713,224 
DSV Panalpina A/S 109,312 20,077,425 
InPost SA 137,971 3,022,410 
SBS Co. Ltd. 8,700 198,493 
Yamato Holdings Co. Ltd. 42,200 1,113,609 
  38,125,161 
Airlines - 0.5%   
Aeroflot Russian International Airlines (b) 237,020 221,141 
Air Canada (b) 1,364,900 26,920,470 
Finnair Oyj 1,091,594 943,675 
International Consolidated Airlines Group SA CDI (b) 6,868,902 18,369,143 
Japan Airlines Co. Ltd. (b) 356,500 8,461,419 
Ryanair Holdings PLC sponsored ADR (b) 438,277 47,123,543 
  102,039,391 
Building Products - 0.4%   
AGC, Inc. 49,700 1,831,482 
AGC, Inc. ADR 9,900 73,062 
Aica Kogyo Co. Ltd. 4,300 148,651 
Belimo Holding AG (Reg.) 259 1,887,726 
Central Glass Co. Ltd. 10,400 215,034 
Compagnie de St. Gobain (b) 133,387 7,173,065 
Daikin Industries Ltd. 218,100 42,505,283 
Geberit AG (Reg.) 20,637 12,164,634 
Kingspan Group PLC (Ireland) 98,728 7,176,996 
Nibe Industrier AB (B Shares) 121,462 3,816,230 
Toto Ltd. 74,600 4,524,324 
  81,516,487 
Commercial Services & Supplies - 0.4%   
A-Living Services Co. Ltd. (H Shares) (c) 357,250 1,496,899 
Aggreko PLC 90,090 1,004,107 
Babcock International Group PLC (b) 104,820 379,253 
Brambles Ltd. 1,246,622 9,496,212 
Country Garden Services Holdings Co. Ltd. 836,000 6,876,445 
ISS Holdings A/S 55,370 997,221 
Okamura Corp. 21,800 225,782 
Rentokil Initial PLC 1,022,522 6,648,504 
Ritchie Bros. Auctioneers, Inc. 187,785 10,248,050 
Secom Co. Ltd. 275,100 23,954,358 
Sohgo Security Services Co., Ltd. 148,400 6,682,490 
Tomra Systems ASA 99,031 4,235,081 
  72,244,402 
Construction & Engineering - 0.1%   
Balfour Beatty PLC 1,791,356 6,873,205 
Sacyr SA 446,708 1,127,537 
Skanska AB (B Shares) 6,949 168,542 
Sweco AB (B Shares) 122,913 1,767,150 
VINCI SA 179,342 18,651,549 
  28,587,983 
Electrical Equipment - 1.4%   
ABB Ltd.:   
(Reg.) 2,096,970 60,370,719 
sponsored ADR (a) 86,800 2,498,104 
Daihen Corp. 10,900 462,709 
Havells India Ltd. 163,596 2,446,185 
Legrand SA 658,771 57,164,903 
Mitsubishi Electric Corp. 984,500 14,579,246 
Nippon Carbon Co. Ltd. 2,300 83,611 
Prysmian SpA 453,185 14,593,835 
Schneider Electric SA 638,284 94,385,852 
Siemens Energy AG (b) 325,368 12,267,899 
Siemens Gamesa Renewable Energy SA 145,800 5,418,182 
Signify NV (b)(c) 35,373 1,538,589 
Vestas Wind Systems A/S 23,128 4,337,080 
Weg SA 275,700 3,839,689 
  273,986,603 
Industrial Conglomerates - 0.9%   
CK Hutchison Holdings Ltd. 2,267,300 17,129,457 
DCC PLC (United Kingdom) 255,712 20,556,084 
Jardine Strategic Holdings Ltd. 16,600 429,608 
Latour Investment AB (B Shares) 121,244 2,761,191 
Lifco AB 30,782 2,927,314 
Melrose Industries PLC 6,436,153 14,876,001 
Nolato AB (B Shares) 27,225 2,432,675 
Noritsu Koki Co. Ltd. 10,500 236,606 
Siemens AG 639,798 99,015,950 
Toshiba Corp. 486,090 15,299,329 
  175,664,215 
Machinery - 2.1%   
Airtac International Group 69,000 2,401,249 
Amada Co. Ltd. 85,400 1,043,419 
Andritz AG 44,671 2,140,820 
Atlas Copco AB (A Shares) 363,476 20,743,884 
Bodycote PLC 61,153 615,984 
CNH Industrial NV 585,821 8,651,505 
Electrolux Professional AB (b) 99,964 532,500 
Epiroc AB (A Shares) 589,974 12,520,677 
FANUC Corp. 242,500 60,602,432 
Furukawa Co. Ltd. 15,900 194,956 
GEA Group AG 823,403 28,433,308 
Harmonic Drive Systems, Inc. 40,600 3,119,415 
Hino Motors Ltd. 22,300 210,847 
IHI Corp. 100 1,863 
IMI PLC 1,117,800 20,385,305 
Kawasaki Heavy Industries Ltd. (b) 183,200 4,151,709 
KION Group AG 163,597 13,805,314 
Kitz Corp. 42,200 222,887 
Knorr-Bremse AG 108,528 13,819,878 
Kone OYJ (B Shares) 49,064 3,911,815 
Kubota Corp. 814,600 18,479,562 
Kurita Water Industries Ltd. 37,200 1,504,123 
Misumi Group, Inc. 104,400 3,183,076 
Mitsubishi Heavy Industries Ltd. 99,100 2,874,710 
Mitsuboshi Belting Ltd. 11,600 178,796 
Morgan Advanced Materials PLC 35,343 152,644 
Nachi-Fujikoshi Corp. 1,300 54,942 
NGK Insulators Ltd. 113,800 2,029,198 
Nissei ASB Machine Co. Ltd. 4,500 226,699 
Nordson Corp. 58,279 11,213,462 
NSK Ltd. 230,700 2,277,652 
NTN Corp. (b) 1,028,500 3,020,463 
Rotork PLC 793,529 3,944,583 
Ryobi Ltd. 23,900 280,266 
Schindler Holding AG (participation certificate) 120,596 32,904,883 
Sintokogio Ltd. 38,000 259,524 
SMC Corp. 94,500 55,762,934 
Spirax-Sarco Engineering PLC 215,678 32,181,685 
Sumitomo Heavy Industries Ltd. 8,200 227,596 
Techtronic Industries Co. Ltd. 1,270,500 19,393,821 
THK Co. Ltd. 153,100 4,933,613 
VAT Group AG (c) 13,065 3,630,882 
Vesuvius PLC 32,206 233,770 
Volvo AB (B Shares) 606,825 15,544,505 
Wartsila Corp. 610,207 6,995,802 
Yaskawa Electric Corp. 5,900 296,845 
  419,295,803 
Marine - 0.1%   
A.P. Moller - Maersk A/S:   
Series A 568 1,140,018 
Series B 4,632 9,906,488 
Atlas Corp. (a) 28,905 388,194 
Nippon Yusen KK 133,500 3,861,445 
  15,296,145 
Professional Services - 0.9%   
51job, Inc. sponsored ADR (b) 64,113 4,205,813 
Adecco SA (Reg.) 8,256 518,059 
AF Poyry AB (B Shares) 22,441 610,730 
Benefit One, Inc. 116,600 2,938,108 
Centre Testing International Group Co. Ltd. (A Shares) 1,120,000 4,225,632 
Experian PLC 837,635 26,589,738 
Intertek Group PLC 307,780 22,966,479 
McMillan Shakespeare Ltd. 10,810 103,057 
Nihon M&A Center, Inc. 106,200 5,788,470 
NOMURA Co. Ltd. 40,800 311,564 
Outsourcing, Inc. 28,300 432,750 
Persol Holdings Co. Ltd. 291,000 5,752,024 
Randstad NV 3,082 205,787 
Recruit Holdings Co. Ltd. 237,200 11,852,746 
RELX PLC:   
(London Stock Exchange) 112,845 2,660,875 
sponsored ADR 32,735 768,945 
SGS SA (Reg.) 11,598 33,086,143 
SMS Co., Ltd. 4,100 133,852 
SR Teleperformance SA 47,856 16,923,786 
TechnoPro Holdings, Inc. 132,200 9,599,212 
Tinexta SpA (b) 56,401 1,401,843 
Wolters Kluwer NV 272,209 21,571,530 
  172,647,143 
Road & Rail - 0.1%   
Canadian National Railway Co. 137,917 15,054,259 
Central Japan Railway Co. 42,500 7,002,906 
Hankyu Hanshin Holdings, Inc. 23,800 789,277 
Keio Corp. 3,100 232,586 
Nankai Electric Railway Co. Ltd. 54,900 1,323,636 
Nippon Express Co. Ltd. 21,000 1,570,547 
Nishi-Nippon Railroad Co. Ltd. 27,000 756,339 
Sixt AG (a) 11,969 1,485,999 
The Go-Ahead Group PLC (b) 6,430 105,170 
Tobu Railway Co. Ltd. 11,200 320,149 
  28,640,868 
Trading Companies & Distributors - 0.5%   
AddTech AB (B Shares) 123,551 1,799,734 
AerCap Holdings NV (b) 8,600 414,348 
Ashtead Group PLC 646,439 34,944,010 
Beijer Ref AB (B Shares) 60,701 2,569,256 
Bunzl PLC 410,828 12,803,818 
Diploma PLC 71,157 2,297,971 
Hanwa Co. Ltd. 6,300 163,831 
IMCD NV 21,940 2,698,791 
Indutrade AB 197,483 4,509,139 
Marubeni Corp. 416,400 3,119,645 
Mitsubishi Corp. 255,000 7,228,808 
MonotaRO Co. Ltd. 93,300 5,356,687 
Rexel SA 488,488 9,170,834 
Sumitomo Corp. 834,500 12,160,897 
Toromont Industries Ltd. 25,102 1,828,505 
  101,066,274 
Transportation Infrastructure - 0.2%   
Aena Sme SA (b)(c) 142,231 24,179,682 
Airports of Thailand PCL (For. Reg.) 703,400 1,467,679 
Beijing Capital International Airport Co. Ltd. (H Shares) 10,216,000 7,968,439 
Grupo Aeroportuario del Sureste S.A.B. de CV Series B sponsored ADR (b) 12,875 2,396,681 
  36,012,481 
TOTAL INDUSTRIALS  1,713,372,309 
INFORMATION TECHNOLOGY - 8.8%   
Communications Equipment - 0.2%   
Comba Telecom Systems Holdings Ltd. 58,000 17,722 
Ericsson:   
(B Shares) 1,778,237 22,220,749 
(B Shares) sponsored ADR 335,795 4,207,511 
Nokia Corp. (b) 1,791,752 7,138,553 
Nokia Corp. sponsored ADR (b) 281,500 1,103,480 
  34,688,015 
Electronic Equipment & Components - 1.6%   
ALSO Holding AG 2,140 579,904 
Azbil Corp. 3,500 148,576 
Enplas Corp. 29,200 1,208,049 
Halma PLC 911,202 28,779,262 
Hamamatsu Photonics K.K. 137,300 8,076,092 
Hexagon AB (B Shares) 177,294 14,773,275 
Hirose Electric Co. Ltd. 166,490 24,271,820 
Hitachi Ltd. 1,033,680 47,676,171 
Keyence Corp. 61,900 29,360,326 
Kyocera Corp. 318,500 20,615,681 
Landis+Gyr Group AG 9,499 658,920 
Largan Precision Co. Ltd. 38,000 4,492,161 
Murata Manufacturing Co. Ltd. 551,200 47,251,492 
OMRON Corp. 438,300 35,561,205 
Renishaw PLC 30,405 2,435,714 
Ryoyo Electro Corp. 6,400 162,289 
Samsung SDI Co. Ltd. 15,032 8,985,670 
Shimadzu Corp. 630,100 22,639,739 
Softwareone Holding AG 76,282 2,180,324 
Spectris PLC 321,856 13,604,753 
Topcon Corp. 125,700 1,578,989 
Yokogawa Electric Corp. 504,500 9,648,677 
  324,689,089 
IT Services - 1.5%   
Adyen BV (b)(c) 9,352 21,821,812 
Amadeus IT Holding SA Class A (b) 1,377,979 96,206,732 
BASE, Inc. (b) 26,400 2,632,694 
Bechtle AG 7,538 1,421,544 
Capgemini SA 66,100 10,619,106 
EPAM Systems, Inc. (b) 27,202 10,162,939 
Fujitsu Ltd. 197,840 28,702,308 
Globant SA (b) 15,538 3,336,319 
GMO Payment Gateway, Inc. 24,500 3,243,070 
Indra Sistemas SA (b) 65,588 575,709 
Infomart Corp. 54,700 475,697 
iomart Group PLC 26,393 112,886 
Locaweb Servicos de Internet SA (c) 828,788 4,256,186 
Nomura Research Institute Ltd. 1,092,100 33,912,013 
NTT Data Corp. 978,600 15,023,065 
OBIC Co. Ltd. 91,300 15,400,103 
SHIFT, Inc. (b) 16,200 1,957,465 
Softcat PLC 103,789 2,116,927 
Solutions 30 SE (a)(b) 45,784 535,835 
TIS, Inc. 173,900 3,611,939 
Tyro Payments Ltd. (a)(b) 15,348 35,547 
Wix.com Ltd. (b) 73,807 25,726,906 
Worldline SA (b)(c) 92,063 8,197,602 
  290,084,404 
Semiconductors & Semiconductor Equipment - 3.0%   
Advantest Corp. 92,600 7,649,421 
Aixtron AG 30,237 687,694 
Analog Devices, Inc. 168,202 26,209,236 
ASMedia Technology, Inc. 33,000 2,012,700 
ASML Holding NV (Netherlands) 184,212 104,470,475 
BE Semiconductor Industries NV 42,437 3,194,003 
Broadcom, Inc. 33,971 15,961,954 
Disco Corp. 43,200 13,536,095 
GlobalWafers Co. Ltd. 130,000 3,451,369 
Infineon Technologies AG 1,709,739 74,263,881 
Lasertec Corp. 30,900 3,759,773 
MediaTek, Inc. 582,000 18,708,858 
Megachips Corp. 34,200 1,095,671 
Melexis NV 15,098 1,785,216 
NAURA Technology Group Co. Ltd. 88,400 2,449,203 
NXP Semiconductors NV 214,417 39,141,823 
Renesas Electronics Corp. (b) 949,900 10,417,309 
ROHM Co. Ltd. 20,800 2,043,023 
Silergy Corp. 73,000 7,018,979 
SK Hynix, Inc. 274,181 34,408,649 
SMA Solar Technology AG (b) 28,736 1,846,253 
STMicroelectronics NV:   
(France) 236,062 9,168,000 
(Italy) 329,160 12,756,036 
Sumco Corp. 20,300 467,099 
Taiwan Semiconductor Manufacturing Co. Ltd. 1,712,000 37,374,619 
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR 1,002,521 126,257,495 
Texas Instruments, Inc. 54,528 9,393,539 
Tokyo Electron Ltd. 49,600 20,684,044 
Will Semiconductor Ltd. 41,033 1,793,243 
  592,005,660 
Software - 1.5%   
AI inside, Inc. (b) 2,300 885,736 
ANSYS, Inc. (b) 96,871 33,032,042 
Atlassian Corp. PLC (b) 32,149 7,641,817 
Avast PLC (c) 453,637 2,919,873 
Aveva Group PLC 92,254 4,363,535 
Cadence Design Systems, Inc. (b) 531,327 74,964,926 
Check Point Software Technologies Ltd. (b) 108,700 11,983,088 
Constellation Software, Inc. 7,812 10,114,717 
CyberArk Software Ltd. (b) 19,308 2,834,994 
Dassault Systemes SA 125,164 25,959,758 
Descartes Systems Group, Inc. (Canada) (b) 88,975 5,209,435 
Enghouse Systems Ltd. 33,152 1,439,556 
Kinaxis, Inc. (b) 17,252 2,331,718 
Micro Focus International PLC 105,986 622,226 
Micro Focus International PLC sponsored ADR 8,300 48,472 
Nemetschek Se 51,070 3,213,405 
Netcompany Group A/S (c) 28,555 2,557,496 
Pexip Holding ASA 100,694 1,247,265 
Rakus Co. Ltd. 108,700 1,878,375 
Sage Group PLC 275,091 2,140,872 
SAP SE 587,118 72,618,670 
SAP SE sponsored ADR (a) 107,854 13,303,791 
Sichuan Jiuyuan Yinhai Software Co. Ltd. 105,100 310,991 
TeamViewer AG (b)(c) 89,273 4,793,199 
Temenos Group AG 80,201 10,822,484 
Topicus.Com, Inc. (b) 14,529 754,193 
Weimob, Inc. (b)(c) 750,000 2,180,443 
  300,173,077 
Technology Hardware, Storage & Peripherals - 1.0%   
Advantech Co. Ltd. 197,000 2,562,067 
Brother Industries Ltd. 170,700 3,351,706 
Canon, Inc. sponsored ADR (a) 118,708 2,567,654 
Fujifilm Holdings Corp. 42,500 2,430,162 
Logitech International SA (Reg.) 66,071 7,046,895 
Ricoh Co. Ltd. 68,200 596,351 
Samsung Electronics Co. Ltd. 2,315,943 169,455,487 
Seiko Epson Corp. 215,000 3,563,041 
  191,573,363 
TOTAL INFORMATION TECHNOLOGY  1,733,213,608 
MATERIALS - 4.4%   
Chemicals - 2.7%   
Air Liquide SA 66,624 10,033,236 
Air Water, Inc. 72,700 1,194,900 
Akzo Nobel NV 514,972 53,161,804 
Alujain Corp. (b) 29,990 411,008 
Arkema SA 99,900 11,028,893 
Asahi Kasei Corp. 828,800 8,991,348 
BASF AG 831,280 68,007,720 
Christian Hansen Holding A/S (b) 37,401 3,208,990 
Clariant AG (Reg.) 240,558 5,027,217 
Covestro AG (c) 169,239 12,243,551 
Croda International PLC 321,051 27,588,739 
Daicel Chemical Industries Ltd. 235,300 1,721,788 
Denki Kagaku Kogyo KK 210,560 7,957,357 
Elkem ASA (c) 68,445 240,607 
Evonik Industries AG 166,935 5,617,476 
Givaudan SA 14,147 53,297,168 
Johnson Matthey PLC 294,170 12,520,540 
JSR Corp. 49,300 1,468,432 
Kansai Paint Co. Ltd. 686,600 17,919,426 
Kemira Oyj 25,352 408,968 
Koninklijke DSM NV 21,527 3,546,668 
Kuraray Co. Ltd. 384,100 4,323,730 
Lanxess AG 4,372 323,465 
Linde PLC 44,500 10,870,015 
Linde PLC 117,104 28,851,792 
Mitsubishi Gas Chemical Co., Inc. 12,200 283,726 
Mitsui Chemicals, Inc. 163,500 5,064,881 
Nippon Sanso Holdings Corp. 295,600 5,543,453 
Nitto Denko Corp. 199,000 17,081,598 
Novozymes A/S Series B 420,341 25,971,225 
Nutrien Ltd. 2,793 150,710 
OCI NV (b) 28,863 619,879 
Orica Ltd. 128,167 1,238,643 
PhosAgro OJSC 54,010 2,934,458 
Pidilite Industries Ltd. 79,447 1,811,592 
Shin-Etsu Chemical Co. Ltd. 30,800 5,047,942 
Sika AG 161,182 42,561,333 
Solvay SA Class A 23,646 2,884,391 
Sumitomo Chemical Co. Ltd. 428,800 2,087,536 
Symrise AG 282,995 33,024,813 
Teijin Ltd. 128,400 2,215,173 
Toray Industries, Inc. 1,658,700 10,942,236 
Tosoh Corp. 99,400 1,827,259 
Umicore SA 145,281 8,535,077 
Yara International ASA 191,174 9,185,418 
  528,976,181 
Construction Materials - 0.1%   
CSR Ltd. 159,909 673,040 
HeidelbergCement AG 242,200 19,134,985 
HeidelbergCement AG ADR 1,749 27,529 
James Hardie Industries PLC CDI 200,134 5,622,288 
Taiheiyo Cement Corp. 33,600 843,104 
  26,300,946 
Containers & Packaging - 0.1%   
Amcor PLC unit 498,652 5,463,714 
Orora Ltd. 103,400 232,319 
Sig Combibloc Group AG 154,337 3,417,080 
Smurfit Kappa Group PLC 385,608 18,219,399 
Toyo Seikan Group Holdings Ltd. 56,800 715,371 
  28,047,883 
Metals & Mining - 1.4%   
Agnico Eagle Mines Ltd. (Canada) 212,685 11,872,656 
Alumina Ltd. 471,129 587,267 
Anglo American PLC (United Kingdom) 87,735 3,388,893 
Antofagasta PLC 719,627 17,871,066 
ArcelorMittal SA (Netherlands) (b) 1,571,151 36,696,423 
BHP Billiton Ltd. 319,651 12,082,963 
BHP Billiton Ltd. sponsored ADR (a) 133,195 10,110,832 
BHP Group PLC 605,501 19,231,037 
BHP Group PLC ADR 336,926 21,303,831 
BlueScope Steel Ltd. 247,643 3,178,356 
Boliden AB 78,706 3,117,891 
Deterra Royalties Ltd. 175,000 612,675 
Eldorado Gold Corp. (b) 77,319 809,887 
Evraz PLC 38,032 302,551 
Ferrexpo PLC 69,625 325,149 
Fortescue Metals Group Ltd. 447,100 8,294,349 
Franco-Nevada Corp. 237,246 25,402,436 
Glencore Xstrata PLC 3,453,541 14,054,534 
Godo Steel Ltd. 43,200 810,545 
Henan Yuguang Gold & Lead Co. Ltd. (A Shares) 28,400 27,105 
IGO Ltd. 2,148,478 11,621,619 
Iluka Resources Ltd. 145,219 829,102 
JFE Holdings, Inc. (b) 198,300 2,091,200 
Mitsubishi Materials Corp. 149,900 3,551,199 
MMC Norilsk Nickel PJSC 8,339 2,613,893 
Nippon Steel & Sumitomo Metal Corp. (b) 62,800 930,431 
Norsk Hydro ASA 599,859 3,320,789 
Novolipetsk Steel OJSC 230,760 692,526 
Polymetal International PLC 16,688 332,130 
Polymetal International PLC 8,378 165,921 
Polyus PJSC 5,783 1,089,157 
Regis Resources Ltd. 138,542 333,662 
Rio Tinto Ltd. 80,183 7,847,217 
Rio Tinto PLC 136,644 11,842,517 
Rio Tinto PLC sponsored ADR (a) 181,586 15,870,616 
Sandfire Resources NL 280,366 1,315,938 
South32 Ltd. 3,111,010 6,630,734 
Sumitomo Metal Mining Co. Ltd. 179,700 8,715,991 
Uacj Corp. 7,800 179,862 
Voestalpine AG 83,146 3,294,502 
Westgold Resources Ltd. (b) 872,441 1,369,451 
Wheaton Precious Metals Corp. 203,854 7,291,713 
  282,010,616 
Paper & Forest Products - 0.1%   
Duratex SA 189,500 622,514 
Ence Energia y Celulosa SA (b) 27,335 140,202 
Stora Enso Oyj (R Shares) 490,977 9,670,739 
The Navigator Co. SA 129,473 439,278 
West Fraser Timber Co. Ltd. 21,465 1,467,433 
  12,340,166 
TOTAL MATERIALS  877,675,792 
REAL ESTATE - 0.9%   
Equity Real Estate Investment Trusts (REITs) - 0.2%   
Big Yellow Group PLC 142,449 2,252,520 
British Land Co. PLC 1,540,700 10,509,280 
Great Portland Estates PLC 744,149 7,033,301 
Klepierre SA (a) 25,691 606,001 
Scentre Group unit 3,395,691 7,524,906 
Segro PLC 519,341 6,582,820 
Unibail-Rodamco SE & WFD Unibail-Rodamco NV unit 4,238 310,994 
Warehouses de Pauw 91,318 3,122,494 
  37,942,316 
Real Estate Management & Development - 0.7%   
CK Asset Holdings Ltd. 1,382,100 8,116,426 
Deutsche Wohnen AG (Bearer) 502,294 23,605,368 
ESR Cayman Ltd. (b)(c) 1,976,800 6,256,785 
Grand City Properties SA 629,715 15,453,979 
Hang Lung Group Ltd. 205,000 512,735 
Hongkong Land Holdings Ltd. 82,000 395,240 
LEG Immobilien AG 185,193 25,280,524 
Lendlease Group unit 834,400 8,538,987 
Mitsui Fudosan Co. Ltd. 559,800 12,731,323 
Relo Group, Inc. 19,100 449,570 
Savills PLC 144,148 2,319,552 
Swire Pacific Ltd. (A Shares) 28,000 205,223 
TAG Immobilien AG 295,892 8,411,120 
Vonovia SE 323,996 20,616,982 
  132,893,814 
TOTAL REAL ESTATE  170,836,130 
UTILITIES - 1.0%   
Electric Utilities - 0.4%   
Chubu Electric Power Co., Inc. 507,800 6,235,128 
CLP Holdings Ltd. 729,000 7,117,186 
Enel SpA 3,390,006 31,964,032 
Enel SpA ADR 42,200 396,680 
Iberdrola SA 1,094,658 13,768,919 
Kansai Electric Power Co., Inc. 530,500 5,301,582 
Kyushu Electric Power Co., Inc. 252,700 2,169,150 
Mosenergo PJSC 1,381,000 39,966 
ORSTED A/S (c) 93,141 15,082,217 
Shikoku Electric Power Co., Inc. 33,700 234,899 
Tohoku Electric Power Co., Inc. 69,900 614,441 
Tokyo Electric Power Co., Inc. (b) 40,500 130,451 
  83,054,651 
Gas Utilities - 0.1%   
APA Group unit 647,969 4,631,806 
Beijing Enterprises Holdings Ltd. 846,500 2,930,274 
China Resource Gas Group Ltd. 1,230,000 6,144,886 
Osaka Gas Co. Ltd. 114,800 2,056,094 
Tokyo Gas Co. Ltd. 146,800 3,033,396 
  18,796,456 
Independent Power and Renewable Electricity Producers - 0.0%   
Drax Group PLC 45,073 240,005 
Electric Power Development Co. Ltd. 271,400 4,420,005 
eRex Co. Ltd. 55,400 899,643 
Scatec Solar AS (c) 73,940 2,140,445 
Solaria Energia y Medio Ambiente SA (b) 77,775 1,745,413 
  9,445,511 
Multi-Utilities - 0.5%   
Centrica PLC 405,589 298,129 
E.ON AG 908,839 9,266,941 
ENGIE (b) 2,416,470 35,234,928 
National Grid PLC 840,949 9,456,007 
RWE AG 682,087 25,791,945 
Veolia Environnement SA 624,400 16,837,815 
  96,885,765 
TOTAL UTILITIES  208,182,383 
TOTAL COMMON STOCKS   
(Cost $6,527,517,021)  9,644,441,503 
Nonconvertible Preferred Stocks - 0.7%   
CONSUMER DISCRETIONARY - 0.5%   
Automobiles - 0.5%   
Bayerische Motoren Werke AG (BMW) (non-vtg.) 69,276 4,684,937 
Hyundai Motor Co. 6,336 584,416 
Porsche Automobil Holding SE (Germany) 52,448 4,201,087 
Volkswagen AG 392,099 81,853,521 
  91,323,961 
CONSUMER STAPLES - 0.2%   
Household Products - 0.2%   
Henkel AG & Co. KGaA 411,868 40,540,311 
ENERGY - 0.0%   
Oil, Gas & Consumable Fuels - 0.0%   
Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) 369,900 1,467,930 
FINANCIALS - 0.0%   
Banks - 0.0%   
Banco Bradesco SA (PN) 19,500 80,029 
Itausa-Investimentos Itau SA (PN) 176,800 313,900 
  393,929 
Insurance - 0.0%   
Samsung Fire & Marine Insurance Co. Ltd. 567 68,391 
TOTAL FINANCIALS  462,320 
MATERIALS - 0.0%   
Containers & Packaging - 0.0%   
Klabin SA (PN) (non-vtg.) 921,500 966,850 
UTILITIES - 0.0%   
Electric Utilities - 0.0%   
Companhia Energetica de Minas Gerais (CEMIG) (PN) 460,700 983,186 
TOTAL NONCONVERTIBLE PREFERRED STOCKS   
(Cost $98,418,909)  135,744,558 
Equity Funds - 48.5%   
Diversified Emerging Markets Funds - 0.0%   
Matthews Pacific Tiger Fund Investor Class 19,976 728,718 
Europe Stock Funds - 0.5%   
WisdomTree Europe Hedged Equity ETF (a) 1,427,995 95,561,425 
Foreign Large Blend Funds - 11.7%   
Artisan International Value Fund Investor Class 19,690,451 823,454,647 
Fidelity SAI International Low Volatility Index Fund (e) 13,921,389 147,984,370 
Fidelity SAI International Quality Index Fund (e) 1,395,285 17,608,498 
Harbor International Fund Institutional Class 9,619 432,675 
Morgan Stanley Institutional Fund, Inc. International Equity Portfolio Class I 28,405,150 449,653,517 
Oakmark International Fund Investor Class 31,508,659 876,255,803 
TOTAL FOREIGN LARGE BLEND FUNDS  2,315,389,510 
Foreign Large Growth Funds - 18.8%   
American Funds EuroPacific Growth Fund Class F2 962,950 67,011,657 
Fidelity Diversified International Fund (e) 13,344,107 631,176,275 
Fidelity International Discovery Fund (e) 22,272,455 1,206,053,461 
Fidelity Overseas Fund (e) 9,820,692 580,010,044 
Fidelity SAI International Momentum Index Fund (e) 1,913,083 24,583,116 
Invesco Oppenheimer International Growth Fund Class R6 836,208 39,201,430 
JOHCM International Select Fund Class II Shares 18,999,423 575,872,500 
WCM Focused International Growth Fund Investor Class 24,707,298 605,575,886 
TOTAL FOREIGN LARGE GROWTH FUNDS  3,729,484,369 
Foreign Large Value Funds - 6.3%   
iShares MSCI EAFE Value ETF (a) 14,960,135 736,637,047 
Pear Tree Polaris Foreign Value Fund Institutional Shares 21,924,646 515,667,674 
TOTAL FOREIGN LARGE VALUE FUNDS  1,252,304,721 
Foreign Small Mid Blend Funds - 1.9%   
Fidelity International Small Cap Fund (e) 1,734,127 55,266,613 
iShares MSCI EAFE Small-Cap ETF (a) 2,446,450 171,740,790 
Oakmark International Small Cap Fund Investor Class 2,797,030 50,822,027 
Victory Trivalent International Small-Cap Fund Class I 5,955,691 98,149,793 
TOTAL FOREIGN SMALL MID BLEND FUNDS  375,979,223 
Foreign Small Mid Growth Funds - 1.0%   
Fidelity International Small Cap Opportunities Fund (e) 3,206,204 76,339,729 
Oberweis International Opportunities Institutional Fund 1,770,695 29,659,144 
T. Rowe Price International Discovery Fund 1,006,218 94,765,647 
Wasatch International Growth Fund Investor Class 100 3,460 
TOTAL FOREIGN SMALL MID GROWTH FUNDS  200,767,980 
Foreign Small Mid Value Funds - 0.9%   
Brandes International Small Cap Equity Fund Class A 3,214,732 38,930,405 
Segall Bryant & Hamill International Small Capital Fund Class A 4,713,344 52,318,119 
Transamerica International Small Cap Value Fund 5,682,172 83,414,291 
TOTAL FOREIGN SMALL MID VALUE FUNDS  174,662,815 
Sector Funds - 0.0%   
SPDR Dow Jones International Real Estate ETF (a) 201,575 6,873,708 
Other - 7.4%   
Fidelity Advisor Japan Fund Class I (e) 3,486,370 69,518,224 
Fidelity Japan Smaller Companies Fund (e) 6,966,190 119,888,133 
iShares MSCI Australia ETF (a) 4,610,307 112,998,625 
iShares MSCI Japan ETF (a) 17,039,153 1,162,411,018 
Matthews Japan Fund Investor Class 198 4,773 
TOTAL OTHER  1,464,820,773 
TOTAL EQUITY FUNDS   
(Cost $6,439,648,785)  9,616,573,242 
 Principal Amount  
U.S. Treasury Obligations - 0.2%   
U.S. Treasury Bills, yield at date of purchase 0.03% to 0.08% 3/4/21 to 5/20/21 (f)   
(Cost $34,718,381) $34,720,000 34,718,765 
 Shares  
Money Market Funds - 3.1%   
Fidelity Securities Lending Cash Central Fund 0.08% (g)(h) 288,556,138 288,584,994 
State Street Institutional U.S. Government Money Market Fund Premier Class .03% (i) 322,714,649 322,714,649 
TOTAL MONEY MARKET FUNDS   
(Cost $611,299,643)  611,299,643 
TOTAL INVESTMENT IN SECURITIES - 101.2%   
(Cost $13,711,602,739)  20,042,777,711 
NET OTHER ASSETS (LIABILITIES) - (1.2)%  (242,466,423) 
NET ASSETS - 100%  $19,800,311,288 

Futures Contracts      
 Number of contracts Expiration Date Notional Amount Value Unrealized Appreciation/(Depreciation) 
Purchased      
Equity Index Contracts      
CME Nikkei 225 Index Contracts (United States) 1,086 March 2021 $159,017,550 $15,525,391 $15,525,391 
ICE E-mini MSCI EAFE Index Contracts (United States) 504 March 2021 54,532,800 1,910,669 1,910,669 
TOTAL FUTURES CONTRACTS     $17,436,060 

The notional amount of futures purchased as a percentage of Net Assets is 1.1%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Security or a portion of the security is on loan at period end.

 (b) Non-income producing

 (c) 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 $221,263,668 or 1.1% of net assets.

 (d) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

 (e) Affiliated Fund

 (f) 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 $12,429,385.

 (g) 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.

 (h) Investment made with cash collateral received from securities on loan.

 (i) 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 Securities Lending Cash Central Fund $2,069,701 
Total $2,069,701 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable. Amount for Fidelity Securities Lending Cash Central Fund represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities.

Affiliated Underlying Funds

Fiscal year to date information regarding the Fund's investments in affiliated Underlying Funds, excluding any Money Market Central Funds, is presented below. Exchanges between classes of the same affiliated Underlying Funds may occur.

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain (loss) Change in Unrealized appreciation (depreciation) Value, end of period 
Fidelity Advisor Japan Fund Class I $49,986,426 $1,309,493 $-- $1,309,495 $-- $18,222,305 $69,518,224 
Fidelity Diversified International Fund 620,718,700 6,743,944 141,509,605 6,743,944 43,625,293 101,597,943 631,176,275 
Fidelity International Discovery Fund 1,006,340,643 44,192,713 127,331,720 44,192,710 13,049,966 269,801,859 1,206,053,461 
Fidelity International Small Cap Fund -- 45,130,266 -- 424,993 -- 10,136,347 55,266,613 
Fidelity International Small Cap Opportunities Fund 53,216,114 6,165,328 -- -- -- 16,958,287 76,339,729 
Fidelity Japan Smaller Companies Fund 101,109,651 1,939,934 -- 1,939,934 -- 16,838,548 119,888,133 
Fidelity Overseas Fund 510,264,292 32,817,718 85,466,344 3,317,718 15,957,147 106,437,231 580,010,044 
Fidelity SAI International Index Fund -- 846,841,856 934,481,996 -- 87,640,140 -- -- 
Fidelity SAI International Low Volatility Index Fund 154,908,004 96,334,825 115,000,000 3,334,826 (1,042,742) 12,784,283 147,984,370 
Fidelity SAI International Momentum Index Fund -- 31,276,100 15,000,000 276,101 2,911,005 5,396,011 24,583,116 
Fidelity SAI International Quality Index Fund -- 26,158,994 15,000,000 158,994 2,825,554 3,623,950 17,608,498 
 2,496,543,830 1,138,911,171 1,433,789,665 61,698,715 164,966,363 561,796,764 2,928,428,463 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable.

Investment Valuation

The following is a summary of the inputs used, as of February 28, 2021, 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:     
Communication Services $386,341,066 $170,109,802 $216,231,264 $-- 
Consumer Discretionary 1,053,862,819 647,300,384 406,562,435 -- 
Consumer Staples 1,064,750,928 541,079,701 523,671,227 -- 
Energy 326,932,870 147,951,387 178,981,483 -- 
Financials 1,283,120,670 662,021,279 621,099,391 -- 
Health Care 959,947,450 289,223,584 670,723,866 -- 
Industrials 1,713,372,309 1,051,831,985 661,540,324 -- 
Information Technology 1,733,213,608 1,108,947,019 624,266,589 -- 
Materials 878,642,642 644,807,038 233,835,604 -- 
Real Estate 170,836,130 158,104,807 12,731,323 -- 
Utilities 209,165,569 134,564,786 74,600,783 -- 
Equity Funds 9,616,573,242 9,616,573,242 -- -- 
Other Short-Term Investments 34,718,765 -- 34,718,765 -- 
Money Market Funds 611,299,643 611,299,643 -- -- 
Total Investments in Securities: $20,042,777,711 $15,783,814,657 $4,258,963,054 $-- 
Derivative Instruments:     
Assets     
Futures Contracts $17,436,060 $17,436,060 $-- $-- 
Total Assets $17,436,060 $17,436,060 $-- $-- 
Total Derivative Instruments: $17,436,060 $17,436,060 $-- $-- 

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 28, 2021. 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) $17,436,060 $0 
Total Equity Risk 17,436,060 
Total Value of Derivatives $17,436,060 $0 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. In the Statement of Assets and Liabilities, the period end daily variation margin is included in receivable or payable for daily variation margin on futures contracts, and the net cumulative appreciation (depreciation) is included in Total accumulated earnings (loss).

Other Information

Distribution of the direct investments by country of issue, as a percentage of Total Net Assets, is as follows (Unaudited):

United States of America 52.2% 
Japan 9.0% 
United Kingdom 5.9% 
France 5.3% 
Germany 5.3% 
Switzerland 5.0% 
Netherlands 2.9% 
Cayman Islands 1.3% 
Korea (South) 1.3% 
Spain 1.2% 
Ireland 1.1% 
Australia 1.1% 
Canada 1.0% 
Others (Individually Less Than 1%) 7.4% 
 100.0% 

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


Financial Statements

Statement of Assets and Liabilities

  February 28, 2021 
Assets   
Investment in securities, at value (including securities loaned of $276,143,702) — See accompanying schedule:
Unaffiliated issuers (cost $11,679,880,294) 
$16,825,764,254  
Fidelity Central Funds (cost $288,584,994) 288,584,994  
Other affiliated issuers (cost $1,743,137,451) 2,928,428,463  
Total Investment in Securities (cost $13,711,602,739)  $20,042,777,711 
Cash  21,683 
Foreign currency held at value (cost $2,987,348)  2,989,173 
Receivable for investments sold  115,220,517 
Receivable for fund shares sold  10,307,171 
Dividends receivable  33,674,539 
Interest receivable  12,776 
Distributions receivable from Fidelity Central Funds  68,947 
Other receivables  555,589 
Total assets  20,205,628,106 
Liabilities   
Payable for investments purchased   
Regular delivery $101,766,383  
Delayed delivery 41,576  
Payable for fund shares redeemed 7,185,115  
Accrued management fee 2,860,510  
Payable for daily variation margin on futures contracts 2,572,530  
Other payables and accrued expenses 2,224,561  
Collateral on securities loaned 288,666,143  
Total liabilities  405,316,818 
Net Assets  $19,800,311,288 
Net Assets consist of:   
Paid in capital  $13,069,475,521 
Total accumulated earnings (loss)  6,730,835,767 
Net Assets  $19,800,311,288 
Net Asset Value, offering price and redemption price per share ($19,800,311,288 ÷ 1,578,175,310 shares)  $12.55 

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


Statement of Operations

  Year ended February 28, 2021 
Investment Income   
Dividends:   
Unaffiliated issuers  $248,843,776 
Affiliated issuers  12,825,380 
Interest  636,505 
Income from Fidelity Central Funds (including $2,069,701 from security lending)  2,069,701 
Income before foreign taxes withheld  264,375,362 
Less foreign taxes withheld  (18,446,602) 
Total income  245,928,760 
Expenses   
Management fee $72,852,035  
Custodian fees and expenses 728,713  
Independent trustees' fees and expenses 174,189  
Registration fees 121,721  
Audit 105,233  
Legal 52,641  
Miscellaneous 209,816  
Total expenses before reductions 74,244,348  
Expense reductions (43,074,734)  
Total expenses after reductions  31,169,614 
Net investment income (loss)  214,759,146 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 139,408,586  
Fidelity Central Funds (42,640)  
Other affiliated issuers 164,966,363  
Foreign currency transactions (1,652,225)  
Futures contracts 57,337,648  
Capital gain distributions from underlying funds:   
Unaffiliated issuers 37,446,242  
Affiliated issuers 48,873,335  
Total net realized gain (loss)  446,337,309 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers (net of increase in deferred foreign taxes of $1,446,137) 3,429,013,312  
Affiliated issuers 561,796,764  
Assets and liabilities in foreign currencies 1,339,875  
Futures contracts 41,517,069  
Total change in net unrealized appreciation (depreciation)  4,033,667,020 
Net gain (loss)  4,480,004,329 
Net increase (decrease) in net assets resulting from operations  $4,694,763,475 

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


Statement of Changes in Net Assets

 Year ended February 28, 2021 Year ended February 29, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $214,759,146 $307,302,142 
Net realized gain (loss) 446,337,309 238,748,717 
Change in net unrealized appreciation (depreciation) 4,033,667,020 (135,052,406) 
Net increase (decrease) in net assets resulting from operations 4,694,763,475 410,998,453 
Distributions to shareholders (345,007,315) (547,156,394) 
Share transactions   
Proceeds from sales of shares 4,467,737,246 1,689,480,304 
Reinvestment of distributions 334,019,828 542,299,321 
Cost of shares redeemed (4,447,769,615) (2,904,015,493) 
Net increase (decrease) in net assets resulting from share transactions 353,987,459 (672,235,868) 
Total increase (decrease) in net assets 4,703,743,619 (808,393,809) 
Net Assets   
Beginning of period 15,096,567,669 15,904,961,478 
End of period $19,800,311,288 $15,096,567,669 
Other Information   
Shares   
Sold 435,963,931 164,022,651 
Issued in reinvestment of distributions 31,687,641 50,851,662 
Redeemed (409,722,398) (279,735,078) 
Net increase (decrease) 57,929,174 (64,860,765) 

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


Financial Highlights

Strategic Advisers International Fund

      
Years ended February 28, 2021 2020 A 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $9.93 $10.03 $11.43 $9.78 $8.74 
Income from Investment Operations      
Net investment income (loss)B .13 .20 .21 .19 .17 
Net realized and unrealized gain (loss) 2.71 .06 (.98) 1.82 1.07 
Total from investment operations 2.84 .26 (.77) 2.01 1.24 
Distributions from net investment income (.14) (.22) (.18) (.18) (.18) 
Distributions from net realized gain (.08) (.14) (.44) (.18) (.02) 
Total distributions (.22) (.36) (.63)C (.36) (.20) 
Net asset value, end of period $12.55 $9.93 $10.03 $11.43 $9.78 
Total ReturnD 28.99% 2.35% (6.57)% 20.53% 14.33% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .43% .44% .45% .50% .48% 
Expenses net of fee waivers, if any .18% .19% .20% .25% .23% 
Expenses net of all reductions .18% .19% .20% .24% .22% 
Net investment income (loss) 1.25% 1.91% 1.95% 1.68% 1.81% 
Supplemental Data      
Net assets, end of period (000 omitted) $19,800,311 $15,096,568 $15,904,961 $17,256,557 $16,141,374 
Portfolio turnover rateG 41% 33% 39% 33% 28% 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C Total distributions per share do not sum due to rounding.

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

 E Fees and expenses of any underlying mutual funds or exchange-traded funds (ETFs) are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of these expenses. For additional expense information related to investments in Fidelity Central Funds, please refer to the "Investments in Fidelity Central Funds" note found in the Notes to Financial Statements section of the most recent Annual or Semi-Annual report.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment advisor, brokerage services, or other offset arrangements, if applicable, and do not represent the amount paid by the class during periods when reimbursements, waivers or reductions occur.

 G Amount does not include the portfolio activity of any underlying mutual funds or exchange-traded funds (ETFs).

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


Notes to Financial Statements

For the period ended February 28, 2021

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 certain clients of Strategic Advisers LLC (Strategic Advisers), an affiliate of Fidelity Management & Research Company LLC (FMR).

2. Significant Accounting Policies.

The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies. 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 Fair Value Committee (the Committee) established by the Fund's investment adviser. 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. 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, 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 28, 2021 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. Certain Funds 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 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 Fidelity Central Funds, if any, are recorded on the ex-dividend date. Income and capital gain distributions from any underlying mutual funds or exchange-traded funds (ETFs) are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. 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) for certain Funds, certain independent Trustees have elected to defer receipt of a portion of their annual compensation. Deferred amounts are invested in affiliated mutual funds, are marked-to-market and remain in a fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees presented below are included in the accompanying Statement of Assets and Liabilities in other receivables and other payables and accrued expenses, as applicable.

Strategic Advisers International Fund $318,821 

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 28, 2021, 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. 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 short-term gain distributions from the Underlying Funds, futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred trustees compensation and losses deferred due to wash sales.

As of period end, the cost and unrealized appreciation (depreciation) in securities, and derivatives if applicable, for federal income tax purposes were as follows:

Gross unrealized appreciation $6,447,975,288 
Gross unrealized depreciation (217,507,980) 
Net unrealized appreciation (depreciation) $6,230,467,308 
Tax Cost $13,812,310,403 

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

Undistributed tax-exempt income $112,771,149 
Undistributed ordinary income $387,848,268 
Net unrealized appreciation (depreciation) on securities and other investments $6,232,077,755 

The tax character of distributions paid was as follows:

 February 28, 2021 February 29, 2020 
Ordinary Income $223,989,540 $ 335,718,187 
Long-term Capital Gains 121,017,775 211,438,207 
Total $345,007,315 $ 547,156,394 

Delayed Delivery Transactions and When-Issued Securities. During the period, certain Funds 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. Securities purchased on a delayed delivery or when-issued basis are identified as such in the Schedule of Investments. Compensation for interest forgone in the purchase of a delayed delivery or when-issued debt security may be received. With respect to purchase commitments, each applicable Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Payables and receivables associated with the purchases and sales of delayed delivery securities having the same coupon, settlement date and broker are offset. Delayed delivery or when-issued securities that have been purchased from and sold to different brokers are reflected as both payables and receivables in the Statement of Assets and Liabilities under the caption "Delayed delivery", as applicable. 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.

Restricted Securities (including Private Placements). 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 on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is presented in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The notional 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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, are noted in the table below.

 Purchases ($) Sales ($) 
Strategic Advisers International Fund 7,264,488,862 6,785,168,724 

Prior Fiscal Year Unaffiliated Exchanges In-Kind. During the prior period, the Fund redeemed 122,639,719 shares of T. Rowe Price Overseas Stock Fund I Class in exchange for investments and cash with a value of $1,292,622,641. The Fund had a net realized loss of $(31,647,358) on the Fund's redemptions of T. Rowe Price Overseas Stock Fund I Class shares. The Fund recognized a net realized loss on the exchanges for federal income tax purposes.

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 .42% of the Fund's average net assets.

During the period, the investment adviser waived a portion of 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, T. Rowe Price Associates, Inc. and William Blair Investment 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 (an affiliate of the investment adviser), FIL Investment Advisors and Geode Capital Management, LLC, have been retained to serve as a sub-adviser for the Fund. As of the date of this report, 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.

Brokerage Commissions. A portion of portfolio transactions were placed 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 as follows:

 Amount 
Strategic Advisers International Fund $750 

Interfund Trades. Funds 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. Any 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 Money Market Central Funds are managed by FMR. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date ranged from less than .005% to .01%.

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.

Certain Funds participate 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 participating funds have agreed to pay commitment fees on their pro-rata portion of the line of credit, which are reflected in Miscellaneous expenses on the Statement of Operations, and are listed below.

 Amount 
Strategic Advisers International Fund $37,287 

During the period, there were no borrowings on this line of credit.

8. Security Lending.

Funds lend portfolio securities through a lending agent from time to time in order to earn additional income. On the settlement date of the loan, a fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of a fund and any additional required collateral is delivered to a fund on the next business day. A fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund may apply collateral received from the borrower against the obligation. A fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Any loaned securities are identified as such in the Schedule of Investments, and the value of loaned securities and cash collateral at period end, as applicable, are presented in the Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. 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, 2023. During the period, this waiver reduced the Fund's management fee by $43,074,734.

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.

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 International Discovery Fund 12% 
Fidelity Japan Smaller Companies Fund 24% 

11. Coronavirus (COVID-19) Pandemic.

An outbreak of COVID-19 first detected in China during December 2019 has since spread globally and was declared a pandemic by the World Health Organization during March 2020. Developments that disrupt global economies and financial markets, such as the COVID-19 pandemic, may magnify factors that affect the Fund's performance.

Report of Independent Registered Public Accounting Firm

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

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Strategic Advisers International Fund (one of the funds constituting Fidelity Rutland Square Trust II, referred to hereafter as the “Fund”) as of February 28, 2021, the related statement of operations for the year ended February 28, 2021, the statement of changes in net assets for each of the two years in the period ended February 28, 2021, including the related notes, and the financial highlights for each of the five years in the period ended February 28, 2021 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of February 28, 2021, 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 ended February 28, 2021 and the financial highlights for each of the five years in the period ended February 28, 2021 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of February 28, 2021 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

April 13, 2021



We have served as the auditor of one or more investment companies in the Fidelity group of funds since 1932.

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 12 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.  Each Independent Trustee shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs.  The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees.  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. Robert A. Lawrence 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. Mary C. Farrell 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, and Fidelity's equity and high income funds. 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+

Robert A. Lawrence (1952)

Year of Election or Appointment: 2016

Trustee

Chairman of the Board of Trustees

Mr. Lawrence also serves as Trustee of other funds. Previously, Mr. Lawrence served as a Member of the Advisory Board of certain funds. Prior to his retirement in 2008, Mr. Lawrence served as Vice President of certain Fidelity® funds (2006-2008), Senior Vice President, Head of High Income Division of Fidelity Management & Research Company (investment adviser firm, 2006-2008), and President of Fidelity Strategic Investments (investment adviser firm, 2002-2005).

Charles S. Morrison (1960)

Year of Election or Appointment: 2020

Trustee

Mr. Morrison also serves as Trustee of other funds. Previously, Mr. Morrison served as President (2017-2018) and Director (2014-2018) of Fidelity SelectCo, LLC (investment adviser firm), President of Fidelity Management & Research Company (FMR) (investment adviser firm, 2016-2018), a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2014-2018), President, Asset Management (2014-2018), Trustee of the Fidelity Equity and High Income Funds (283 funds as of December 2018) (2014-2018), and was an employee of Fidelity Investments. Mr. Morrison also previously served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

 * 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 U.S. Core Property Fund (and, previously, other funds) of BlackRock Realty Group (2006-present). Previously, Mr. Aldrich served as 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 previously was a founder, Chief Executive Officer, and Chairman of AEW Capital Management, L.P. (then “Aldrich, Eastman and Waltch, L.P.”). Mr. Aldrich also served as a Director of LivelyHood, Inc. (private corporation, 2013-2020), a Trustee for the Fidelity Rutland Square Trust (2005-2010), 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 Emeritus of the Board of Directors of the National Bureau of Economic Research, the Board of Trustees of the Museum of Fine Arts Boston and the Board of Overseers of the Massachusetts Eye and Ear Infirmary.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee 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 serves as Chairman of the Board of Trustees of Yale-New Haven Hospital and Vice Chairman of the Yale New Haven Health System Board and previously served as Trustee on the Board of Overseers of the New York University Stern School of Business.

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) and Chief Executive Officer (2013-present) 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), Advisory Board Member of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Trustee of the Brigham and Women’s Hospital (2016-present), Overseer of the Boston Symphony Orchestra (2014-present), Member of the Board of Directors of The Advertising Council, Inc. (2016-present), Member of the Ron Burton Training Village Executive Board of Advisors (2018-present), Member of the Executive Committee of The Ad Council, Inc. (2019-present), and Member of the Board of Directors of The Ad Club of Boston (2020-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).

Christine Marcks (1955)

Year of Election or Appointment: 2020

Trustee

Ms. Marcks also serves as Trustee of other Funds. Prior to her retirement, Ms. Marcks served as Chief Executive Officer and President – Prudential Retirement (2007-2017) and Vice President for Rollover and Retirement Income Strategies (2005-2007), Prudential Financial, Inc. (financial services). Previously, Ms. Marcks served as a Member of the Advisory Board of certain Fidelity® funds (2019-2020), was Senior Vice President and Head of Financial Horizons (2002-2004) and Vice President, Strategic Marketing (2000-2002) of Voya Financial (formerly ING U.S.) (financial services), held numerous positions at Aetna Financial Services (financial services, 1987-2000) and served as an International Economist for the United States Department of the Treasury (1980-1987). Ms. Marcks also serves as a member of the Board of Trustees, Audit Committee and Benefits & Operations Committee of the YMCA Retirement Fund (2018-present), a non-profit organization providing retirement plan benefits to YMCA staff members, and as a member of the Board of Trustees of Assumption College (2019-present).

Heidi L. Steiger (1953)

Year of Election or Appointment: 2017

Trustee

Ms. Steiger also serves as Trustee of other funds. Ms. Steiger serves as Managing Partner of Topridge Associates, LLC (consulting, 2005-present), a member of the Advisory Board of the joint degree program in Global Luxury Management at North Carolina State University (Raleigh, NC) and Skema (Paris) (2018-present), a Non-Executive Director of CrowdBureau Corporation (financial technology company and index provider, 2018-present), a member of the Board of Directors (2013-present) and Chair of the Audit Committee and member of the Membership and Executive Committees (2017-present) of Business Executives for National Security (nonprofit), and member of the Board of Directors Chair of the Remuneration Committee of Imagine Intelligent Materials Limited (2019-present) (technology company). Previously, Ms. Steiger served as a member of the Global Advisory Board and Of Counsel to Signum Global Advisors (international policy and strategy, 2018-2020), Eastern Region President of The Private Client Reserve of U.S. Bancorp (banking and financial services, 2010-2015), Advisory Director of Berkshire Capital Securities, LLC (financial services, 2009-2010), President and Senior Advisor of Lowenhaupt Global Advisors, LLC (financial services, 2005-2007), and President and Contributing Editor of Worth Magazine (2004-2005) and held a variety of positions at Neuberger Berman Group, LLC (financial services, 1986-2004), including Partner and Executive Vice President and Global Head of Private Asset Management at Neuberger Berman (1999-2004). Ms. Steiger also served as a member of the Board of Directors of Nuclear Electric Insurance Ltd (insurer of nuclear utilities, 2006-2017), a member of the Board of Trustees and Audit Committee of the Eaton Vance Funds (2007-2010), a member of the Board of Directors of Aviva USA (formerly AmerUs) (insurance, 2004-2014), and a member of the Board of Trustees and Audit Committee and Chair of the Investment Committee of CIFG (financial guaranty insurance, 2009-2012), and a member of the Board of Directors of Kin Group Plc (formerly, Fitbug Holdings) (health and technology, 2016-2017).

 + 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 (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer or Howard E. Cox, Jr. may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Ralph F. Cox (1932)

Year of Election or Appointment: 2020

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board 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, 1999-present). 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 Trustee of other funds (2006-2020), 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.

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board of other funds. Mr. Cox is a Partner of Greylock (venture capital, 1971-present) and a Director of Stryker Corporation (medical products and services, 1974-present). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010). Mr. Cox also serves as a Member of the Secretary of Defense's Business Board of Directors (2008-present), a Director of Business Executives for National Security (1997-present), a Director of the Brookings Institution (2010-present), a Director of the World Economic Forum’s Young Global Leaders Foundation (2009-present), and is a Member of the Harvard Medical School Board of Fellows (2002-present). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as Assistant Treasurer of other funds. Mr. Brown is an employee of Fidelity Investments (2013-present).

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke serves as Head of Investment Operations for Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments (1998-present). Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) 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).

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

Assistant Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato is an employee of Fidelity Investments (2017-present). Previously, Ms. Del Prato served as President and Treasurer of The North Carolina Capital Management Trust: Cash Portfolio and Term Portfolio (2018-2020). Prior to joining Fidelity Investments, Ms. Del Prato served as a Managing Director and Treasurer of the JPMorgan Mutual Funds (2014-2017). Prior to JPMorgan, Ms. Del Prato served as a partner at Cohen Fund Audit Services (accounting firm, 2012-2013) and KPMG LLP (accounting firm, 2004-2012).

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 LLC (investment adviser firm, 2015-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present). Previously, Mr. Gryglewicz served as Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-2019), and as Chief Compliance Officer of certain Fidelity® funds (2014-2018).

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2005-present). Previously, Mr. Hogan served as Deputy Treasurer of certain Fidelity® funds (2016-2020) and Assistant Treasurer of certain Fidelity® funds (2016-2018). 

Christina H. Lee (1975)

Year of Election or Appointment: 2020

Secretary and Chief Legal Officer

Ms. Lee also serves as Secretary and CLO of other funds. Ms. Lee serves as Vice President, Associate General Counsel (2014-present) and is an employee of Fidelity Investments (2007-present). Previously, Ms. Lee served as Assistant Secretary of certain funds (2018-2019).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2020

Assistant Secretary

Ms. Lo Bessette also serves as an officer of other funds. Ms. Lo Bessette serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company LLC (investment adviser firm, 2019-present); and CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present). She is a Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2019-present), and is an employee of Fidelity Investments. Previously, Ms. Lo Bessette served as CLO, Secretary, and Senior Vice President of FMR Co., Inc. (investment adviser firm, 2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2019). Prior to joining Fidelity Investments, Ms. Lo Bessette was Executive Vice President, General Counsel (2016-2019) and Senior Vice President, Deputy General Counsel (2015-2016) of OppenheimerFunds (investment management company) and Deputy Chief Legal Officer (2013-2015) of Jennison Associates LLC (investment adviser firm).

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Maher served as Assistant Treasurer of certain funds (2013-2020); 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).

Brett Segaloff (1972)

Year of Election or Appointment: 2021

Anti-Money Laundering (AML) Officer

Mr. Segaloff also serves as an AML Officer of other funds and other related entities. He is Director, Anti-Money Laundering (2007-present) of FMR LLC (diversified financial services company) and is an employee of Fidelity Investments (1996-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2020

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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 (accounting firm, 1996-2009). Previously, Ms. Smith served as Assistant Treasurer (2013-2019) and Deputy Treasurer (2013-2016) of certain Fidelity® funds.

Marc L. Spector (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Spector also serves as an officer of other funds. Mr. Spector serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2016-present). Prior to joining Fidelity Investments, Mr. Spector served as Director at the Siegfried Group (accounting firm, 2013-2016), and prior to Siegfried Group as audit senior manager at Deloitte & Touche LLP (accounting firm, 2005-2013).

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as Assistant Treasurer of other funds. Mr. Wegmann is an employee of Fidelity Investments (2011-present).

Shareholder Expense Example

As a shareholder, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or redemption proceeds, as applicable and (2) ongoing costs, which generally include 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 a 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, 2020 to February 28, 2021).

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 for a class/Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. If any fund is a shareholder of any underlying mutual funds or exchange-traded funds (ETFs) (the Underlying Funds), such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses incurred presented in the table. These fees and expenses are not included in the 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 actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the 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. If any fund is a shareholder of any Underlying Funds, such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses as presented in the table. These fees and expenses are not included in the 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, 2020 
Ending
Account Value
February 28, 2021 
Expenses Paid
During Period-B
September 1, 2020
to February 28, 2021 
Strategic Advisers International Fund .18%    
Actual  $1,000.00 $1,165.30 $.97 
Hypothetical-C  $1,000.00 $1,023.90 $.90 

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

 B Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/ 365 (to reflect the one-half year period). The fees and expenses of any Underlying Funds are not included in each annualized expense ratio.

 C 5% return per year before expenses

Distributions (Unaudited)

The Board of Trustees of Strategic Advisers International Fund voted to pay on April 12, 2021, to shareholders of record at the opening of business on April 9, 2021, a distribution of $0.293 per share derived from capital gains realized from sales of portfolio securities and a dividend of $0.023 per share from net investment income.

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 28, 2021, $389,402,609, or, if subsequently determined to be different, the net capital gain of such year.

The fund designates 4% and 1% 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 58% and 98% 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 Fund    
 04/09/20 $0.0101 $0.0007 
 12/31/20 $0.1419 $0.0149 

The fund will notify shareholders in January 2022 of amounts for use in preparing 2021 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 a meeting on the renewal of the management contract with Strategic Advisers LLC (Strategic Advisers) and the sub-advisory agreements with Arrowstreet Capital, Limited Partnership, Causeway Capital Management LLC, FIAM LLC, FIL Investment Advisors, Geode Capital Management, LLC, Massachusetts Financial Services Company (MFS), Thompson, Siegel & Walmsley, LLC (TSW), and William Blair Investment Management, LLC (William Blair) (each a Sub-Adviser and collectively, the Sub-Advisers) (collectively, the Sub-Advisory Agreements), and the sub-sub-advisory agreement with FIL Investment Advisors (UK) Limited (the Sub-Sub-Advisory Agreement and, together with the management contract and the Sub-Advisory Agreements, the Advisory Contracts) for the fund. Strategic Advisers and the Sub-Advisers are referred to herein as the Investment Advisers. 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, covers an extensive agenda of topics and materials and 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. The Board, acting directly and through its committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts.

At its September 2020 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In addition, the Board approved amendments to the fund's sub-advisory agreements with: (i) TSW to implement a new fee schedule, effective July 1, 2020, resulting in the same or lower fees at all asset levels; and (ii) William Blair and MFS to add representations relating to participating affiliate arrangements with certain of their non-U.S. advisory affiliates (Amendments). The Board noted that the other terms of each amended sub-advisory agreement are not materially different from those of the existing sub-advisory agreements. With respect the Amendment to the sub-advisory agreement with TSW, the Board also noted that the amended sub-advisory agreement would not result in changes to the nature, extent, and quality of the services that TSW provides to the fund.

In reaching its determination to renew the fund's Advisory Contracts and approve the Amendments, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services 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 provided by and the profits, if any, realized by Strategic Advisers from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and are realized as the fund grows and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund and approve the Amendments, 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 Amendments 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 and the approval of the Amendments do 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 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 the Amendments 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 Advisers, including the backgrounds of the fund's investment personnel and also considered 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 investment personnel 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, among other things, (i) setting, implementing and monitoring the investment strategies for the funds; (ii) identifying and recommending sub-advisers for the funds; (iii) overseeing compliance with federal securities laws by each sub-adviser with respect to the portion of fund assets allocated to the sub-adviser; (iv) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (v) 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 Strategic Advisers' sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

The Board also considered the nature, extent and quality of services provided by each Sub-Adviser. The Trustees noted that under the Sub-Advisory Agreements subject to oversight by Strategic Advisers, each Sub-Adviser is responsible for, among other things, identifying investments for the portion of fund assets allocated to the Sub-Adviser, if any, and executing portfolio transactions to implement its investment strategy. In addition, the Trustees noted that each Sub-Adviser is responsible for providing such reporting as may be requested from Strategic Advisers to fulfill its oversight responsibilities discussed above.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staffs, 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. The Board also considered the Investment Advisers' investments in business continuity planning, and their success in continuously providing services to the fund notwithstanding the severe disruptions caused by the COVID-19 pandemic.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of administrative and shareholder services performed by Strategic Advisers and itsaffiliates under the management contract and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, includingsub-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 and its performance history.

In connection with the renewal of the Advisory Contracts, the Board considered annualized return information for the fund for different time periods, measured against an appropriate securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

The Board considered discussions that occur at Board meetings throughout the year with representatives of Strategic Advisers about fund investment performance and the performance of each Sub-Adviser as part of regularly scheduled fund reviews and other reports to the Board on fund performance, taking into account various factors including general market conditions. In its discussions with representatives of Strategic Advisers regarding fund performance, the Board gave particular attention to information indicating underperformance of certain funds for specific time periods and discussed with Strategic Advisers the reasons for any such underperformance.

The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2019, 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- and three-year periods and in the first quartile for the five-year period ended December 31, 2019. The Board also noted that the fund had out-performed 79%, 71%, and 78% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2019. The Board also noted that the investment performance of the fund was higher 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 continue to benefit the shareholders of the fund.

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, as discussed below. The Board also noted Strategic Advisers' proposal to extend the management fee waiver and considered the fund's contractual maximum aggregate annual management fee rate. 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 also are 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 %s 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 was considered by the Board.

Strategic Advisers International Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for the 12-month period ended December 31, 2019.

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 rate as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, 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 12-month period ended December 31, 2019.

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 and each Sub-Adviser, 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 the 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 relationships 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.

A public accounting firm has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. The 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 certain fund profitability information and its conformity to established allocation methodologies. After considering the 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 Fidelity's non-fund businesses and potential indirect benefits such businesses may have received as a result of their association with Fidelity's mutual fund business (i.e., fall-out benefits) as well as cases where Fidelity's affiliates may benefit from the fund's business. The Board noted that changes to fall-out benefits year-over-year reflect business developments at Fidelity's various businesses.

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.

The Board also considered information regarding the profitability of the Sub-Advisers' respective relationships with the fund and the potential fall-out benefits, if any, that may accrue to the Sub-Advisers as a result of their respective relationships with the fund. The Board noted the difficulty in evaluating a Sub-Adviser's costs and the profitability of a Sub-Advisory Agreement to a Sub-Adviser because of, among other things, differences in the type and content of information provided by each Sub-Adviser due to differences in business models, cost accounting methods, and profitability calculation methodologies among the Sub-Advisers. Accordingly, the Board considered profitability information provided by the Sub-Advisers in light of the nature of the relationships between Strategic Advisers and the Sub-Advisers with respect to the negotiation of sub-advisory fees.

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 thatthe fund's Sub-Advisory Agreements 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 Strategic Advisers' management fee waiver into consideration.

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 arrangements bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed and the Amendments should be approved 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 and the approval of the Amendments do not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Liquidity Risk Management Program

The Securities and Exchange Commission adopted Rule 22e-4 under the Investment Company Act of 1940 (the Liquidity Rule) to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that funds will be unable to meet their redemption obligations and mitigating dilution of the interests of fund shareholders.

The Fund has adopted and implemented a liquidity risk management program (the Program) reasonably designed to assess and manage the Fund’s liquidity risk and to comply with the requirements of the Liquidity Rule. The Fund’s Board of Trustees (the Board) has designated the Fund’s investment adviser as administrator of the Program. Strategic Advisers has established a Liquidity Risk Management Committee (the LRM Committee) to manage the Program for each of the Funds. The LRM Committee monitors the adequacy and effectiveness of implementation of the Program and on a periodic basis assesses each Fund’s liquidity risk based on a variety of factors including (1) the Fund’s investment strategy, (2) portfolio liquidity and cash flow projections during normal and reasonably foreseeable stressed conditions, (3) shareholder redemptions and (4) borrowings and other funding sources, as applicable.

In accordance with the Program, each of the Fund’s portfolio investments is classified into one of four liquidity categories described below based on a determination of a reasonable expectation for how long it would take to convert the investment to cash (or sell or dispose of the investment) without significantly changing its market value.

  • Highly liquid investments – cash or convertible to cash within three business days or less
  • Moderately liquid investments – convertible to cash in three to seven calendar days
  • Less liquid investments – can be sold or disposed of, but not settled, within seven calendar days
  • Illiquid investments – cannot be sold or disposed of within seven calendar days

Liquidity classification determinations take into account a variety of factors including various market, trading and investment-specific considerations, as well as market depth, and generally utilize analysis from a third-party liquidity metrics service.

The Liquidity Rule places a 15% limit on a fund’s illiquid investments and requires funds that do not primarily hold assets that are highly liquid investments to determine and maintain a minimum percentage of the fund’s net assets to be invested in highly liquid investments (highly liquid investment minimum or HLIM). The Program includes provisions reasonably designed to comply with the 15% limit on illiquid investments and for determining, periodically reviewing and complying with the HLIM requirement as applicable.

At a recent meeting of the Fund’s Board of Trustees, the LRM Committee provided a written report to the Board pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the annual period from December 1, 2019 through November 30, 2020. The report concluded that the Program has been implemented and is operating effectively and is reasonably designed to assess and manage the Fund’s liquidity risk.

Proxy Voting Results

A special meeting of shareholders was held on November 2, 2020. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.

 # of
Votes 
% of
Votes 
ROBERT A. LAWRENCE 
Affirmative 204,250,982,594.51 96.530 
Withheld 7,343,512,146.85 3.470 
TOTAL 211,594,494,741.36 100.000 
CHARLES S. MORRISON 
Affirmative 204,349,460,488.43 96.576 
Withheld 7,245,034,252.93 3.424 
TOTAL 211,594,494,741.36 100.000 
PETER C. ALDRICH 
Affirmative 203,499,803,652.67 96.175 
Withheld 8,094,691,088.69 3.825 
TOTAL 211,594,494,741.36 100.000 
MARY C. FARRELL 
Affirmative 204,011,925,737.22 96.417 
Withheld 7,582,569,004.14 3.583 
TOTAL 211,594,494,741.36 100.00 
KAREN KAPLAN 
Affirmative 204,297,547,550.53 96.552 
Withheld 7,296,947,190.83 3.448 
TOTAL 211,594,494,741.36 100.000 
CHRISTINE MARCKS 
Affirmative 204,700,871,317.72 96.743 
Withheld 6,893,623,423.64 3.257 
TOTAL 211,594,494,741.36 100.000 
HEIDI L. STEIGER 
Affirmative 204,406,589,957.28 96.603 
Withheld 7,187,904,784.08 3.397 
TOTAL 211,594,494,741.36 100.000 

PROPOSAL 2

To approve the conversion of a fundamental investment policy to a non-fundamental investment policy.

 # of
Votes 
% of
Votes 
Affirmative 14,149,296,393.10 85.051 
Against 1,156,233,488.28 6.950 
Abstain 1,330,876,987.71 7.999 
Broker Non-Vote 0.00 0.000 
TOTAL 16,636,406,869.09 100.000 

PROPOSAL 5

To approve a sub-subadvisory agreement between FIAM LLC (FIAM) and FMR Investment Management (UK) Limited (FMR UK).

 # of
Votes 
% of
Votes 
Affirmative 14,838,147,939.03 89.191 
Against 730,994,444.62 4.394 
Abstain 1,067,264,485.44 6.415 
Broker Non-Vote 0.00 0.000 
TOTAL 16,636,406,869.09 100.000 

PROPOSAL 6

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Hong Kong) Limited (FMR H.K.).

 # of
Votes 
% of
Votes 
Affirmative 14,650,859,154.23 88.066 
Against 928,816,175.50 5.583 
Abstain 1,056,731,539.36 6.351 
Broker Non-Vote 0.00 0.000 
TOTAL 16,636,406,869.09 100.000 

PROPOSAL 7

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Japan) Limited (FMR Japan).

 # of
Votes 
% of
Votes 
Affirmative 14,849,451,183.95 89.259 
Against 723,883,226.50 4.351 
Abstain 1,063,072,458.64 6.390 
Broker Non-Vote 0.00 0.000 
TOTAL 16,636,406,869.09 100.000 
Proposal 1 reflects trust wide proposal and voting results. 





Fidelity Investments

SIT-ANN-0421
1.912865.110


Strategic Advisers® Fidelity® International Fund

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



Annual Report

February 28, 2021

Fidelity Investments



Fidelity Investments

Contents

Note to Shareholders

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of 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

Liquidity Risk Management Program

Proxy Voting Results


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. © 2021 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-PORT. Forms N-PORT are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-PORT 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.institutional.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.



Note to Shareholders:

Early in 2020, the outbreak and spread of a new coronavirus emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and the outlook for corporate earnings. The virus causes a respiratory disease known as COVID-19. On March 11, 2020 the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread.

In the weeks following, as the crisis worsened, we witnessed an escalating human tragedy with wide-scale social and economic consequences from coronavirus-containment measures. The outbreak of COVID-19 prompted a number of measures to limit the spread, including travel and border restrictions, quarantines, and restrictions on large gatherings. In turn, these resulted in lower consumer activity, diminished demand for a wide range of products and services, disruption in manufacturing and supply chains, and – given the wide variability in outcomes regarding the outbreak – significant market uncertainty and volatility. Amid the turmoil, global governments and central banks took unprecedented action to help support consumers, businesses, and the broader economies, and to limit disruption to financial systems.

The situation continues to unfold, and the extent and duration of its impact on financial markets and the economy remain highly uncertain. Extreme events such as the coronavirus crisis are “exogenous shocks” that can have significant adverse effects on mutual funds and their investments. Although multiple asset classes may be affected by market disruption, the duration and impact may not be the same for all types of assets.

Fidelity is committed to helping you stay informed amid news about COVID-19 and during increased market volatility, and we’re taking extra steps to be responsive to customer needs. We encourage you to visit our websites, where we offer ongoing updates, commentary, and analysis on the markets and our funds.

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 28, 2021 Past 1 year Past 5 years Past 10 years 
Strategic Advisers® Fidelity® International Fund 25.35% 10.82% 6.24% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Fidelity® International Fund on February 28, 2011.

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

$18,310Strategic Advisers® Fidelity® International Fund

$16,634MSCI EAFE Index

Management's Discussion of Fund Performance

Market Recap:  The MSCI ACWI (All Country World Index) ex USA Index gained 26.37% for the 12 months ending February 28, 2021, a volatile and unpredictable period that will be remembered by most investors for the impact of the coronavirus pandemic. The early-2020 outbreak and spread of COVID-19 resulted in non-U.S. stocks suffering one of the quickest declines on record, through late March, followed by a historic rebound. The crisis and containment efforts caused broad contraction in global economic activity, along with dislocation in financial markets. Rapid and expansive monetary/fiscal-policy responses partially offset the economic disruption and fueled the market surge, as did resilient corporate earnings and the potential for a COVID-19 vaccine breakthrough. The rally slowed in early September (-2.45%), when stocks began a two-month retreat. November (+13.46%) was a much different story, however, as investors digested election results in the U.S. The momentum continued in the final three months of the period (+7.75%), driven by regulatory approvals and the distribution of COVID-19 vaccines. For the full year, emerging markets (+37%) was the top region, followed by Japan (+29%) and Europe ex U.K. (+25%). Conversely, the U.K. (+9%), Canada (+20%) and Asia Pacific ex Japan (+21%) lagged. By sector, information technology (+63%) led, while materials (+49%) and consumer discretionary (+43%) also stood out. In contrast, real estate (+2%), energy (+4%) and utilities (+7%) notably underperformed.

Comments from Portfolio Manager Wilfred Chilangwa:  For the fiscal year ending February 28, 2021, the Fund advanced 25.35%, outpacing the 22.68% increase in the benchmark MSCI EAFE Index. Until the fourth quarter of 2020, growth stocks and strategies continued to outperform value-oriented approaches in international developed markets. At that point, market leadership began to rotate toward value and small-cap stocks. Within the portfolio, Fidelity® International Discovery Fund (+35%) topped the MSCI EAFE by a sizable margin and was the top contributor to relative performance. The portfolio manager of this fund looks for companies with strong three- to five-year earnings prospects, responsible management teams, conservative balance sheets and large potential markets. This period, his strategy yielded strong investment choices in the financials and health care sectors. Beneficial positioning in information technology, as well as the Europe ex U.K. and Pacific ex Japan regions also helped. Fidelity® International Capital Appreciation Fund (+29%) also substantially contributed versus the benchmark. This fund seeks high-quality growth stocks benefiting from long-term ‘megatrends,’ as well as strong brands, high barriers to entry and ‘best in class’ management teams. Favorable overall positioning within financials, technology and energy drove its strong performance. Regionally, this manager did the best work in Europe ex U.K, the U.S. and emerging markets. On the downside, Fidelity® SAI International Low Volatility Index Fund (+5%) was the primary relative detractor. This fund maintains equity exposure across a range of benchmark sectors that have exhibited relatively low volatility. Greater-than-benchmark allocations in more defensive sectors, such as consumer staples and utilities, hampered its performance in the risk-driven, market environment from March on. Looking ahead, I plan to gradually increase the fund’s allocations to managers that I believe are positioned to benefit from the global economic recovery – particularly those emphasizing value stocks and/or those with significant small-cap exposure.

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 28, 2021

(excluding cash equivalents)

 % of fund's net assets 
Fidelity SAI International Value Index Fund 19.3 
Fidelity International Discovery Fund 12.3 
Fidelity Overseas Fund 11.1 
Fidelity Diversified International Fund 11.1 
Fidelity International Capital Appreciation Fund 9.5 
Fidelity SAI International Low Volatility Index Fund 6.5 
Fidelity Advisor Japan Fund Class I 2.7 
iShares MSCI EAFE Small-Cap ETF 2.2 
Fidelity SAI International Index Fund 1.6 
Fidelity International Value Fund 1.4 
 77.7 

Asset Allocation (% of fund's net assets)

As of February 28, 2021 
   Common Stocks 11.7% 
   Preferred Stocks 0.1% 
   Foreign Large Blend Funds 9.4% 
   Foreign Large Growth Funds 44.6% 
   Foreign Large Value Funds 20.7% 
   Foreign Small Mid Growth Funds 0.6% 
   Foreign Small Mid Blend Funds 2.2% 
   Other 4.2% 
   Sector Funds 0.6% 
   Short-Term Investments and Net Other Assets (Liabilities) 5.9% 


Asset allocations of funds in the pie chart reflect the categorizations of assets as defined by Morningstar as of the reporting date.

Schedule of Investments February 28, 2021

Showing Percentage of Net Assets

Common Stocks - 11.7%   
 Shares Value 
COMMUNICATION SERVICES - 0.6%   
Diversified Telecommunication Services - 0.3%   
Cellnex Telecom SA (a) 268,408 $14,589,338 
Deutsche Telekom AG 931,980 16,953,116 
Elisa Corp. (A Shares) 72,274 4,303,428 
HKT Trust/HKT Ltd. unit 6,303,000 8,564,952 
  44,410,834 
Interactive Media & Services - 0.0%   
Z Holdings Corp. 889,200 5,428,821 
Media - 0.1%   
Informa PLC (b) 503,126 3,860,861 
Schibsted ASA (A Shares) 184,391 7,458,068 
  11,318,929 
Wireless Telecommunication Services - 0.2%   
SoftBank Group Corp. 243,100 22,688,401 
Vodafone Group PLC 6,228,820 10,662,759 
  33,351,160 
TOTAL COMMUNICATION SERVICES  94,509,744 
CONSUMER DISCRETIONARY - 1.5%   
Auto Components - 0.0%   
DENSO Corp. 69,300 4,186,722 
Automobiles - 0.4%   
Daimler AG (Germany) 167,245 13,368,551 
Ferrari NV 22,652 4,413,919 
Isuzu Motors Ltd. 1,292,800 13,605,865 
Suzuki Motor Corp. 86,700 3,781,859 
Toyota Motor Corp. 350,400 25,892,380 
  61,062,574 
Hotels, Restaurants & Leisure - 0.2%   
Aristocrat Leisure Ltd. 322,217 7,527,151 
Compass Group PLC 350,737 7,122,402 
Sands China Ltd. 3,060,400 14,424,083 
  29,073,636 
Household Durables - 0.2%   
Panasonic Corp. 425,600 5,502,216 
Sony Corp. 292,300 30,867,226 
Vistry Group PLC 281,578 3,303,119 
  39,672,561 
Internet & Direct Marketing Retail - 0.2%   
Delivery Hero AG (a)(b) 58,258 7,429,779 
HelloFresh AG (b) 42,717 3,324,343 
Ocado Group PLC (b) 136,706 4,190,094 
THG PLC 675,452 6,662,561 
ZOZO, Inc. 214,300 6,694,676 
  28,301,453 
Leisure Products - 0.0%   
Bandai Namco Holdings, Inc. 50,500 3,862,860 
Multiline Retail - 0.1%   
B&M European Value Retail SA 1,190,652 9,063,773 
Ryohin Keikaku Co. Ltd. 118,500 2,665,819 
  11,729,592 
Specialty Retail - 0.1%   
Fast Retailing Co. Ltd. 12,300 12,195,185 
JD Sports Fashion PLC (b) 280,240 3,242,134 
  15,437,319 
Textiles, Apparel & Luxury Goods - 0.3%   
adidas AG 28,064 9,782,333 
Hermes International SCA 7,554 8,414,302 
LVMH Moet Hennessy Louis Vuitton SE 50,954 32,285,420 
Moncler SpA 81,056 5,017,043 
  55,499,098 
TOTAL CONSUMER DISCRETIONARY  248,825,815 
CONSUMER STAPLES - 1.1%   
Beverages - 0.4%   
Anheuser-Busch InBev SA NV 93,224 5,364,448 
Asahi Group Holdings 230,100 10,045,502 
Diageo PLC 434,104 17,009,823 
Heineken NV (Bearer) 97,864 9,646,957 
Pernod Ricard SA 77,720 14,755,192 
Treasury Wine Estates Ltd. 1,019,953 8,554,351 
  65,376,273 
Food & Staples Retailing - 0.2%   
Seven & i Holdings Co. Ltd. 314,200 11,975,514 
Tesco PLC 4,053,920 12,741,920 
Tsuruha Holdings, Inc. 51,000 6,559,501 
Zur Rose Group AG (b) 16,356 7,713,653 
  38,990,588 
Food Products - 0.3%   
Nestle SA (Reg. S) 401,202 41,872,924 
Household Products - 0.0%   
Reckitt Benckiser Group PLC 87,048 7,301,673 
Personal Products - 0.1%   
Kao Corp. 109,300 7,353,594 
Shiseido Co. Ltd. 93,400 6,981,841 
  14,335,435 
Tobacco - 0.1%   
Swedish Match Co. AB 161,166 11,589,431 
TOTAL CONSUMER STAPLES  179,466,324 
ENERGY - 0.4%   
Oil, Gas & Consumable Fuels - 0.4%   
Idemitsu Kosan Co. Ltd. 445,500 11,718,104 
Neste Oyj 119,017 7,820,454 
Royal Dutch Shell PLC:   
Class A rights (b)(c) 1,378,604 229,731 
Class A (United Kingdom) 1,378,604 28,198,638 
Total SA 405,578 18,912,152 
  66,879,079 
FINANCIALS - 2.2%   
Banks - 1.1%   
Bankinter SA 1,233,925 8,176,447 
BNP Paribas SA 264,261 15,709,631 
Commonwealth Bank of Australia 295,260 18,529,437 
Erste Group Bank AG 214,656 7,067,924 
Intesa Sanpaolo SpA 5,825,585 14,977,763 
KBC Groep NV 237,287 17,069,124 
Lloyds Banking Group PLC 15,135,940 8,247,170 
National Australia Bank Ltd. 1,135,948 21,536,720 
Societe Generale Series A 308,220 7,627,324 
Standard Chartered PLC (United Kingdom) 1,603,789 10,325,157 
Sumitomo Mitsui Financial Group, Inc. 683,900 24,145,375 
Swedbank AB (A Shares) 323,558 5,671,912 
United Overseas Bank Ltd. 853,603 15,799,402 
  174,883,386 
Capital Markets - 0.2%   
Amundi SA (a) 74,968 5,698,516 
EQT AB 143,480 4,001,651 
London Stock Exchange Group PLC 64,446 8,660,173 
Nordnet AB 289,700 5,220,083 
UBS Group AG 860,983 13,345,639 
  36,926,062 
Diversified Financial Services - 0.2%   
Investor AB (B Shares) 113,087 8,367,787 
M&G PLC 2,292,196 5,872,823 
ORIX Corp. 1,125,000 19,012,970 
  33,253,580 
Insurance - 0.7%   
AIA Group Ltd. 2,437,800 30,744,144 
AXA SA 276,991 6,965,839 
Direct Line Insurance Group PLC 964,133 4,306,396 
Hiscox Ltd. (b) 276,573 3,637,435 
Legal & General Group PLC 2,108,354 7,616,571 
NN Group NV 252,253 11,626,394 
Prudential PLC 833,380 16,601,166 
Talanx AG 178,767 7,432,723 
Tokio Marine Holdings, Inc. 295,200 14,665,133 
Zurich Insurance Group Ltd. 11,603 4,736,468 
  108,332,269 
TOTAL FINANCIALS  353,395,297 
HEALTH CARE - 1.4%   
Health Care Equipment & Supplies - 0.3%   
GN Store Nord A/S 41,025 3,448,038 
Hoya Corp. 156,200 17,730,850 
Koninklijke Philips Electronics NV 120,401 6,573,540 
Olympus Corp. 425,600 8,967,256 
Siemens Healthineers AG (a) 115,482 6,385,714 
  43,105,398 
Health Care Providers & Services - 0.0%   
UDG Healthcare PLC (United Kingdom) 300,812 3,233,289 
Life Sciences Tools & Services - 0.2%   
Eurofins Scientific SA (b) 86,001 7,641,218 
Lonza Group AG 17,438 10,998,947 
Sartorius Stedim Biotech 17,569 7,673,631 
  26,313,796 
Pharmaceuticals - 0.9%   
Astellas Pharma, Inc. 441,500 6,980,636 
AstraZeneca PLC (United Kingdom) 279,921 27,084,523 
Daiichi Sankyo Kabushiki Kaisha 324,100 9,203,269 
Merck KGaA 43,864 7,120,939 
Novartis AG 152,214 13,109,649 
Roche Holding AG (participation certificate) 138,783 45,529,014 
Sanofi SA 306,481 28,125,978 
UCB SA 140,918 14,016,829 
  151,170,837 
TOTAL HEALTH CARE  223,823,320 
INDUSTRIALS - 1.9%   
Aerospace & Defense - 0.1%   
Airbus Group NV 97,822 11,364,437 
BAE Systems PLC 1,023,683 6,929,374 
  18,293,811 
Air Freight & Logistics - 0.1%   
Deutsche Post AG 315,015 15,646,039 
Airlines - 0.0%   
Ryanair Holdings PLC (b) 30,100 600,489 
Ryanair Holdings PLC sponsored ADR (b) 56,390 6,063,053 
  6,663,542 
Building Products - 0.2%   
ASSA ABLOY AB (B Shares) 199,430 5,002,663 
Compagnie de St. Gobain (b) 136,215 7,325,145 
Daikin Industries Ltd. 30,600 5,963,602 
Kingspan Group PLC (Ireland) 44,654 3,246,106 
Nibe Industrier AB (B Shares) 154,158 4,843,510 
  26,381,026 
Commercial Services & Supplies - 0.1%   
Park24 Co. Ltd. 273,300 5,873,918 
Rentokil Initial PLC 615,833 4,004,186 
Securitas AB (B Shares) 536,188 8,220,080 
  18,098,184 
Construction & Engineering - 0.1%   
Ferrovial SA 251,562 6,264,697 
VINCI SA 123,230 12,815,907 
  19,080,604 
Electrical Equipment - 0.1%   
Legrand SA 52,355 4,543,109 
Vestas Wind Systems A/S 28,963 5,431,289 
  9,974,398 
Industrial Conglomerates - 0.2%   
Siemens AG 156,662 24,245,210 
Machinery - 0.3%   
FANUC Corp. 61,700 15,419,258 
Kawasaki Heavy Industries Ltd. (b) 377,400 8,552,702 
Minebea Mitsumi, Inc. 155,100 3,840,346 
SMC Corp. 5,500 3,245,462 
Techtronic Industries Co. Ltd. 549,500 8,387,961 
THK Co. Ltd. 235,900 7,601,825 
Volvo AB (B Shares) 321,008 8,222,981 
  55,270,535 
Marine - 0.0%   
A.P. Moller - Maersk A/S Series B 2,944 6,296,352 
Professional Services - 0.3%   
Experian PLC 255,882 8,122,673 
Persol Holdings Co. Ltd. 320,600 6,337,110 
Recruit Holdings Co. Ltd. 352,400 17,609,223 
RELX PLC (London Stock Exchange) 173,834 4,098,990 
SR Teleperformance SA 23,671 8,371,008 
  44,539,004 
Trading Companies & Distributors - 0.3%   
Ferguson PLC 72,738 8,605,711 
Itochu Corp. 544,600 16,266,123 
Rexel SA 649,980 12,202,671 
Seven Group Holdings Ltd. 496,322 8,283,302 
  45,357,807 
Transportation Infrastructure - 0.1%   
Aena Sme SA (a)(b) 74,551 12,673,886 
Auckland International Airport Ltd. 1,411,749 7,701,447 
  20,375,333 
TOTAL INDUSTRIALS  310,221,845 
INFORMATION TECHNOLOGY - 1.0%   
Communications Equipment - 0.0%   
Ericsson (B Shares) 657,058 8,210,560 
Electronic Equipment & Components - 0.3%   
Hitachi Ltd. 395,900 18,259,999 
Keyence Corp. 28,900 13,707,810 
Murata Manufacturing Co. Ltd. 111,400 9,549,739 
  41,517,548 
IT Services - 0.3%   
Afterpay Ltd. (b) 96,730 8,895,742 
Amadeus IT Holding SA Class A (b) 117,966 8,236,064 
Capgemini SA 85,457 13,728,849 
Edenred SA 63,313 3,505,551 
Fujitsu Ltd. 40,900 5,933,706 
TIS, Inc. 131,700 2,735,436 
Worldline SA (a)(b) 82,366 7,334,148 
  50,369,496 
Semiconductors & Semiconductor Equipment - 0.3%   
ASML Holding NV (Netherlands) 46,551 26,400,045 
Infineon Technologies AG 167,535 7,277,017 
Lasertec Corp. 16,400 1,995,478 
Renesas Electronics Corp. (b) 281,200 3,083,848 
Tokyo Electron Ltd. 29,000 12,093,494 
  50,849,882 
Software - 0.1%   
Dassault Systemes SA 31,820 6,599,657 
NICE Systems Ltd. (b) 37,732 8,779,682 
Oracle Corp. Japan 59,800 6,058,821 
  21,438,160 
TOTAL INFORMATION TECHNOLOGY  172,385,646 
MATERIALS - 0.9%   
Chemicals - 0.2%   
Corbion NV 102,932 5,849,472 
NOF Corp. 105,000 5,526,057 
Shin-Etsu Chemical Co. Ltd. 86,300 14,144,072 
Sika AG 42,176 11,136,894 
  36,656,495 
Construction Materials - 0.1%   
CRH PLC 246,400 10,696,527 
HeidelbergCement AG 180,128 14,230,993 
  24,927,520 
Metals & Mining - 0.4%   
Anglo American PLC (United Kingdom) 419,135 16,189,705 
ArcelorMittal SA (Netherlands) (b) 399,000 9,319,202 
Fortescue Metals Group Ltd. 550,923 10,220,415 
Rio Tinto PLC 265,250 22,988,405 
  58,717,727 
Paper & Forest Products - 0.2%   
Mondi PLC 287,173 6,899,542 
Stora Enso Oyj (R Shares) 556,534 10,962,010 
UPM-Kymmene Corp. 235,907 8,994,421 
  26,855,973 
TOTAL MATERIALS  147,157,715 
REAL ESTATE - 0.3%   
Equity Real Estate Investment Trusts (REITs) - 0.1%   
Big Yellow Group PLC 283,195 4,478,112 
Link (REIT) 1,236,022 11,664,719 
National Storage (REIT) unit 3,077,075 4,439,354 
  20,582,185 
Real Estate Management & Development - 0.2%   
Grainger Trust PLC 972,199 3,640,809 
LEG Immobilien AG 49,238 6,721,433 
Mitsui Fudosan Co. Ltd. 226,000 5,139,834 
Sino Land Ltd. 4,282,846 6,482,426 
Vonovia SE 178,885 11,383,069 
  33,367,571 
TOTAL REAL ESTATE  53,949,756 
UTILITIES - 0.4%   
Electric Utilities - 0.3%   
AusNet Services 5,175,514 6,590,705 
Enel SpA 1,923,157 18,133,258 
Energias de Portugal SA 1,144,513 6,553,809 
Iberdrola SA 1,533,555 19,289,490 
ORSTED A/S (a) 46,779 7,574,871 
  58,142,133 
Multi-Utilities - 0.1%   
RWE AG 338,898 12,814,844 
TOTAL UTILITIES  70,956,977 
TOTAL COMMON STOCKS   
(Cost $1,663,090,741)  1,921,571,518 
Nonconvertible Preferred Stocks - 0.1%   
CONSUMER DISCRETIONARY - 0.1%   
Automobiles - 0.1%   
Volkswagen AG   
(Cost $10,297,364) 63,112 13,175,089 
Equity Funds - 82.3%   
Foreign Large Blend Funds - 9.4%   
Fidelity Pacific Basin Fund (d) 4,884,671 220,347,501 
Fidelity SAI International Index Fund (d) 19,448,510 256,720,329 
Fidelity SAI International Low Volatility Index Fund (d) 100,269,969 1,065,869,771 
TOTAL FOREIGN LARGE BLEND FUNDS  1,542,937,601 
Foreign Large Growth Funds - 44.6%   
Fidelity Advisor Overseas Fund Class I (d) 3,075,382 91,215,843 
Fidelity Diversified International Fund (d) 38,662,478 1,828,735,209 
Fidelity International Capital Appreciation Fund (d) 56,640,974 1,570,087,796 
Fidelity International Discovery Fund (d) 37,231,406 2,016,080,656 
Fidelity Overseas Fund (d) 31,061,302 1,834,480,517 
TOTAL FOREIGN LARGE GROWTH FUNDS  7,340,600,021 
Foreign Large Value Funds - 20.7%   
Fidelity International Value Fund (d) 25,377,058 222,303,028 
Fidelity SAI International Value Index Fund (d) 339,485,508 3,180,979,210 
TOTAL FOREIGN LARGE VALUE FUNDS  3,403,282,238 
Foreign Small Mid Blend Funds - 2.2%   
iShares MSCI EAFE Small-Cap ETF 5,213,999 366,022,730 
Foreign Small Mid Growth Funds - 0.6%   
Fidelity International Small Cap Opportunities Fund (d) 4,143,334 98,652,775 
Sector Funds - 0.6%   
Fidelity Advisor International Real Estate Fund Class I (d) 7,943,766 106,764,209 
Other - 4.2%   
Fidelity Advisor Japan Fund Class I (d) 21,854,346 435,775,664 
Fidelity Japan Smaller Companies Fund (d) 2,649,961 45,605,825 
iShares MSCI Japan ETF 917,956 62,622,958 
JPMorgan BetaBuilders Japan ETF (e) 4,905,715 138,880,792 
TOTAL OTHER  682,885,239 
TOTAL EQUITY FUNDS   
(Cost $10,937,145,759)  13,541,144,813 
Other - 0.0%   
Commodity Funds - Broad Basket - 0.0%   
Fidelity SAI Inflation-Focused Fund (d)   
(Cost $6,768,588) 858,825 9,687,545 
U.S. Treasury Obligations - 0.5%   
U.S. Treasury Bills, yield at date of purchase 0.03% to 0.09% 3/4/21 to 5/20/21 (f)   
(Cost $78,375,808) 78,380,000 78,377,034 
Money Market Funds - 5.3%   
Fidelity Securities Lending Cash Central Fund 0.08% (g)(h) 896,710 896,800 
State Street Institutional U.S. Government Money Market Fund Premier Class .03% (i) 870,473,726 870,473,726 
TOTAL MONEY MARKET FUNDS   
(Cost $871,370,526)  871,370,526 
TOTAL INVESTMENT IN SECURITIES - 99.9%   
(Cost $13,567,048,786)  16,435,326,525 
NET OTHER ASSETS (LIABILITIES) - 0.1%  14,913,436 
NET ASSETS - 100%  $16,450,239,961 

Futures Contracts      
 Number of contracts Expiration Date Notional Amount Value Unrealized Appreciation/(Depreciation) 
Purchased      
Equity Index Contracts      
CME Nikkei 225 Index Contracts (United States) 250 March 2021 $36,606,250 $3,573,985 $3,573,985 
ICE E-mini MSCI EAFE Index Contracts (United States) 7,552 March 2021 817,126,400 (11,710,555) (11,710,555) 
TOTAL FUTURES CONTRACTS     $(8,136,570) 

The notional amount of futures purchased as a percentage of Net Assets is 5.2%

For the period, the average monthly notional amount at value for futures contracts in the aggregate was $789,124,310.

Security Type Abbreviations

ETF – Exchange-Traded Fund

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 $61,686,252 or 0.4% of net assets.

 (b) Non-income producing

 (c) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

 (d) Affiliated Fund

 (e) Security or a portion of the security is on loan at period end.

 (f) 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 $55,312,177.

 (g) 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.

 (h) Investment made with cash collateral received from securities on loan.

 (i) 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 Securities Lending Cash Central Fund $204,232 
Total $204,232 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable. Amount for Fidelity Securities Lending Cash Central Fund represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities.

Affiliated Underlying Funds

Fiscal year to date information regarding the Fund's investments in affiliated Underlying Funds, excluding any Money Market Central Funds, is presented below. Exchanges between classes of the same affiliated Underlying Funds may occur.

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain (loss) Change in Unrealized appreciation (depreciation) Value, end of period 
Fidelity Advisor International Real Estate Fund Class I $90,819,267 $6,156,617 $-- $1,929,916 $-- $9,788,325 $106,764,209 
Fidelity Advisor Japan Fund Class I 261,585,312 64,051,049 -- 8,208,575 -- 110,139,303 435,775,664 
Fidelity Advisor Overseas Fund Class I 73,378,625 -- -- -- -- 17,837,218 91,215,843 
Fidelity Diversified International Fund 1,328,945,986 128,926,538 -- 17,722,616 -- 370,862,685 1,828,735,209 
Fidelity International Capital Appreciation Fund 1,155,854,840 80,473,613 -- 19,843,413 -- 333,759,343 1,570,087,796 
Fidelity International Discovery Fund 1,306,698,955 272,359,424 -- 70,389,174 -- 437,022,277 2,016,080,656 
Fidelity International Small Cap Opportunities Fund 74,242,760 2,000,000 -- -- -- 22,410,015 98,652,775 
Fidelity International Value Fund 186,775,146 -- -- 3,730,428 -- 35,527,882 222,303,028 
Fidelity Japan Smaller Companies Fund 38,462,431 737,957 -- 737,957 -- 6,405,437 45,605,825 
Fidelity Overseas Fund 1,352,562,045 135,646,885 -- 9,669,661 -- 346,271,587 1,834,480,517 
Fidelity Pacific Basin Fund 156,211,773 -- -- 9,529,993 -- 64,135,728 220,347,501 
Fidelity SAI Inflation-Focused Fund -- 6,768,588 -- 268,588 -- 2,918,957 9,687,545 
Fidelity SAI International Index Fund -- 184,768,912 -- 4,768,912 -- 71,951,417 256,720,329 
Fidelity SAI International Low Volatility Index Fund 783,215,335 239,778,652 -- 14,148,453 -- 42,875,784 1,065,869,771 
Fidelity SAI International Value Index Fund 1,044,676,873 1,712,297,295 -- 43,691,608 -- 424,005,042 3,180,979,210 
Total $7,853,429,348 $2,833,965,530 $-- $204,639,294 $-- $2,295,911,000 $12,983,305,878 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable.

Investment Valuation

The following is a summary of the inputs used, as of February 28, 2021, 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:     
Communication Services $94,509,744 $38,776,647 $55,733,097 $-- 
Consumer Discretionary 262,000,904 108,274,686 153,726,218 -- 
Consumer Staples 179,466,324 75,828,908 103,637,416 -- 
Energy 66,879,079 7,820,454 59,058,625 -- 
Financials 353,395,297 200,315,111 153,080,186 -- 
Health Care 223,823,320 94,335,031 129,488,289 -- 
Industrials 310,221,845 130,185,302 180,036,543 -- 
Information Technology 172,385,646 83,702,039 88,683,607 -- 
Materials 147,157,715 99,328,711 47,829,004 -- 
Real Estate 53,949,756 48,809,922 5,139,834 -- 
Utilities 70,956,977 52,823,719 18,133,258 -- 
Equity Funds 13,541,144,813 13,541,144,813 -- -- 
Other 9,687,545 9,687,545 -- -- 
Other Short-Term Investments 78,377,034 -- 78,377,034 -- 
Money Market Funds 871,370,526 871,370,526 -- -- 
Total Investments in Securities: $16,435,326,525 $15,362,403,414 $1,072,923,111 $-- 
Derivative Instruments:     
Assets     
Futures Contracts $3,573,985 $3,573,985 $-- $-- 
Total Assets $3,573,985 $3,573,985 $-- $-- 
Liabilities     
Futures Contracts $(11,710,555) $(11,710,555) $-- $-- 
Total Liabilities $(11,710,555) $(11,710,555) $-- $-- 
Total Derivative Instruments: $(8,136,570) $(8,136,570) $-- $-- 

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 28, 2021. 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) $3,573,985 $(11,710,555) 
Total Equity Risk 3,573,985 (11,710,555) 
Total Value of Derivatives $3,573,985 $(11,710,555) 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. In the Statement of Assets and Liabilities, the period end daily variation margin is included in receivable or payable for daily variation margin on futures contracts, and the net cumulative appreciation (depreciation) is included in Total accumulated earnings (loss).

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


Financial Statements

Statement of Assets and Liabilities

  February 28, 2021 
Assets   
Investment in securities, at value (including securities loaned of $860,624) — See accompanying schedule:
Unaffiliated issuers (cost $3,128,223,153) 
$3,451,123,847  
Fidelity Central Funds (cost $896,800) 896,800  
Other affiliated issuers (cost $10,437,928,833) 12,983,305,878  
Total Investment in Securities (cost $13,567,048,786)  $16,435,326,525 
Foreign currency held at value (cost $599)  596 
Receivable for investments sold  8,499,303 
Receivable for fund shares sold  31,156,444 
Dividends receivable  3,765,311 
Interest receivable  30,967 
Distributions receivable from Fidelity Central Funds  30,101 
Other receivables  48,222 
Total assets  16,478,857,469 
Liabilities   
Payable for investments purchased   
Regular delivery $9,723,128  
Delayed delivery 229,731  
Payable for fund shares redeemed 5,365,152  
Accrued management fee 375,963  
Payable for daily variation margin on futures contracts 11,479,686  
Other payables and accrued expenses 547,048  
Collateral on securities loaned 896,800  
Total liabilities  28,617,508 
Net Assets  $16,450,239,961 
Net Assets consist of:   
Paid in capital  $13,285,020,621 
Total accumulated earnings (loss)  3,165,219,340 
Net Assets  $16,450,239,961 
Net Asset Value, offering price and redemption price per share ($16,450,239,961 ÷ 1,352,390,343 shares)  $12.16 

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


Statement of Operations

  Year ended February 28, 2021 
Investment Income   
Dividends:   
Unaffiliated issuers  $27,691,560 
Affiliated issuers  87,925,270 
Non-Cash dividends  1,781,791 
Interest  766,279 
Income from Fidelity Central Funds (including $204,232 from security lending)  204,232 
Income before foreign taxes withheld  118,369,132 
Less foreign taxes withheld  (1,834,737) 
Total income  116,534,395 
Expenses   
Management fee $33,061,226  
Custodian fees and expenses 90,416  
Independent trustees' fees and expenses 117,562  
Registration fees 944,621  
Audit 76,262  
Legal 32,094  
Miscellaneous 100,613  
Total expenses before reductions 34,422,794  
Expense reductions (30,692,027)  
Total expenses after reductions  3,730,767 
Net investment income (loss)  112,803,628 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 15,234,844  
Fidelity Central Funds (201)  
Foreign currency transactions (1,136,019)  
Futures contracts 187,758,637  
Capital gain distributions from underlying funds:   
Affiliated issuers 116,714,024  
Total net realized gain (loss)  318,571,285 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers 292,113,982  
Affiliated issuers 2,295,911,000  
Assets and liabilities in foreign currencies 121,907  
Futures contracts 21,666,507  
Total change in net unrealized appreciation (depreciation)  2,609,813,396 
Net gain (loss)  2,928,384,681 
Net increase (decrease) in net assets resulting from operations  $3,041,188,309 

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


Statement of Changes in Net Assets

 Year ended February 28, 2021 Year ended February 29, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $112,803,628 $155,774,239 
Net realized gain (loss) 318,571,285 144,176,314 
Change in net unrealized appreciation (depreciation) 2,609,813,396 296,182 
Net increase (decrease) in net assets resulting from operations 3,041,188,309 300,246,735 
Distributions to shareholders (176,688,495) (258,375,345) 
Share transactions   
Proceeds from sales of shares 7,273,826,049 3,774,008,211 
Reinvestment of distributions 170,192,601 247,402,033 
Cost of shares redeemed (2,634,283,129) (1,629,645,592) 
Net increase (decrease) in net assets resulting from share transactions 4,809,735,521 2,391,764,652 
Total increase (decrease) in net assets 7,674,235,335 2,433,636,042 
Net Assets   
Beginning of period 8,776,004,626 6,342,368,584 
End of period $16,450,239,961 $8,776,004,626 
Other Information   
Shares   
Sold 691,055,376 370,690,605 
Issued in reinvestment of distributions 15,779,119 23,664,443 
Redeemed (246,537,198) (158,648,235) 
Net increase (decrease) 460,297,297 235,706,813 

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


Financial Highlights

Strategic Advisers Fidelity International Fund

      
Years ended February 28, 2021 2020 A 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $9.84 $9.66 $10.69 $8.94 $8.19 
Income from Investment Operations      
Net investment income (loss)B .10 .20 .16 .12 .14 
Net realized and unrealized gain (loss) 2.37 .31 (.85) 1.85 .76 
Total from investment operations 2.47 .51 (.69) 1.97 .90 
Distributions from net investment income (.08) (.19) (.15) (.11) (.13) 
Distributions from net realized gain (.07) (.14) (.20) (.11) (.02) 
Total distributions (.15) (.33) (.34)C (.22) (.15) 
Net asset value, end of period $12.16 $9.84 $9.66 $10.69 $8.94 
Total ReturnD 25.35% 5.10% (6.41)% 22.01% 11.11% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .28% .29% .35% .38% .39% 
Expenses net of fee waivers, if any .03% .04% .10% .13% .14% 
Expenses net of all reductions .03% .04% .09% .13% .14% 
Net investment income (loss) .93% 1.97% 1.65% 1.16% 1.58% 
Supplemental Data      
Net assets, end of period (000 omitted) $16,450,240 $8,776,005 $6,342,369 $4,740,524 $3,593,237 
Portfolio turnover rateG 6% 6% 9% 13% 14% 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C Total distributions per share do not sum due to rounding.

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

 E Fees and expenses of any underlying mutual funds or exchange-traded funds (ETFs) are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of these expenses. For additional expense information related to investments in Fidelity Central Funds, please refer to the "Investments in Fidelity Central Funds" note found in the Notes to Financial Statements section of the most recent Annual or Semi-Annual report.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment advisor, brokerage services, or other offset arrangements, if applicable, and do not represent the amount paid by the class during periods when reimbursements, waivers or reductions occur.

 G Amount does not include the portfolio activity of any underlying mutual funds or exchange-traded funds (ETFs).

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


Notes to Financial Statements

For the period ended February 28, 2021

1. Organization.

Strategic Advisers Fidelity 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 certain clients of Strategic Advisers LLC (Strategic Advisers), an affiliate of Fidelity Management & Research Company LLC (FMR).

2. Significant Accounting Policies.

The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies. 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 Fair Value Committee (the Committee) established by the Fund's investment adviser. 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. 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. Exchange-Traded Funds (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, 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 28, 2021 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. Certain Funds 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 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 Fidelity Central Funds, if any, are recorded on the ex-dividend date. Income and capital gain distributions from any underlying mutual funds or exchange-traded funds (ETFs) 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) for certain Funds, certain independent Trustees have elected to defer receipt of a portion of their annual compensation. Deferred amounts are invested in affiliated mutual funds, are marked-to-market and remain in a fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees presented below are included in the accompanying Statement of Assets and Liabilities in other receivables and other payables and accrued expenses, as applicable.

Strategic Advisers Fidelity International Fund $48,221 

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 28, 2021, 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 mutual funds or exchange-traded funds (ETFs), futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred Trustees compensation and losses deferred due to wash sales.

As of period end, the cost and unrealized appreciation (depreciation) in securities, and derivatives if applicable, for federal income tax purposes were as follows:

Gross unrealized appreciation $2,936,943,388 
Gross unrealized depreciation (89,926,953) 
Net unrealized appreciation (depreciation) $2,847,016,435 
Tax Cost $13,588,310,090 

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

Undistributed ordinary income $83,598,409 
Undistributed long-term capital gain $234,547,722 
Net unrealized appreciation (depreciation) on securities and other investments $2,847,121,428 

The tax character of distributions paid was as follows:

 February 28, 2021 February 29, 2020 
Ordinary Income $107,044,897 $ 169,053,723 
Long-term Capital Gains 69,643,598 89,321,622 
Total $176,688,495 $ 258,375,345 

Delayed Delivery Transactions and When-Issued Securities. During the period, certain Funds 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. Securities purchased on a delayed delivery or when-issued basis are identified as such in the Schedule of Investments. Compensation for interest forgone in the purchase of a delayed delivery or when-issued debt security may be received. With respect to purchase commitments, each applicable Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Payables and receivables associated with the purchases and sales of delayed delivery securities having the same coupon, settlement date and broker are offset. Delayed delivery or when-issued securities that have been purchased from and sold to different brokers are reflected as both payables and receivables in the Statement of Assets and Liabilities under the caption "Delayed delivery", as applicable. 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.

Restricted Securities (including Private Placements). 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 on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is presented in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The notional 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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, are noted in the table below.

 Purchases ($) Sales ($) 
Strategic Advisers Fidelity International Fund 5,116,307,088 728,509,294 

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 .27% of the Fund's average net assets.

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

Sub-Advisers. FIAM 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.

FIL Investment Advisors and Geode Capital Management, 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.

Interfund Trades. Funds 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. Any interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note and are noted in the table below.

 Purchases ($) Sales ($) 
Strategic Advisers Fidelity International Fund 11,203,337 3,897,369 

Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $375,480.

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 Money Market Central Funds are managed by FMR. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date ranged from less than .005% to .01%.

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.

Certain Funds participate 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 participating funds have agreed to pay commitment fees on their pro-rata portion of the line of credit, which are reflected in Miscellaneous expenses on the Statement of Operations, and are listed below.

 Amount 
Strategic Advisers Fidelity International Fund $24,483 

During the period, there were no borrowings on this line of credit.

8. Security Lending.

Funds lend portfolio securities through a lending agent from time to time in order to earn additional income. On the settlement date of the loan, a fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of a fund and any additional required collateral is delivered to a fund on the next business day. A fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund may apply collateral received from the borrower against the obligation. A fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Any loaned securities are identified as such in the Schedule of Investments, and the value of loaned securities and cash collateral at period end, as applicable, are presented in the Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. 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, 2023. During the period, this waiver reduced the Fund's management fee by $ 30,572,027.

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 expenses. This amount totaled $119,497 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 by $503.

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.

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 Overseas Fund 19% 
Fidelity Diversified International Fund 13% 
Fidelity International Capital Appreciation Fund 29% 
Fidelity International Discovery Fund 19% 
Fidelity International Real Estate Fund 13% 
Fidelity International Value Fund 41% 
Fidelity Japan Fund 50% 
Fidelity Overseas Fund 22% 
Fidelity Pacific Basin Fund 17% 
Fidelity SAI International Low Volatility Index Fund 21% 
Fidelity SAI International Value Index Fund 86% 

11. Coronavirus (COVID-19) Pandemic.

An outbreak of COVID-19 first detected in China during December 2019 has since spread globally and was declared a pandemic by the World Health Organization during March 2020. Developments that disrupt global economies and financial markets, such as the COVID-19 pandemic, may magnify factors that affect the Fund's performance.

Report of Independent Registered Public Accounting Firm

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

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Strategic Advisers Fidelity International Fund (one of the funds constituting Fidelity Rutland Square Trust II, referred to hereafter as the “Fund”) as of February 28, 2021, the related statement of operations for the year ended February 28, 2021, the statement of changes in net assets for each of the two years in the period ended February 28, 2021, including the related notes, and the financial highlights for each of the five years in the period ended February 28, 2021 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of February 28, 2021, 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 ended February 28, 2021 and the financial highlights for each of the five years in the period ended February 28, 2021 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of February 28, 2021 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

April 14, 2021



We have served as the auditor of one or more investment companies in the Fidelity group of funds since 1932.

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 12 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.  Each Independent Trustee shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs.  The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees.  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. Robert A. Lawrence 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. Mary C. Farrell 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, and Fidelity's equity and high income funds. 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+

Robert A. Lawrence (1952)

Year of Election or Appointment: 2016

Trustee

Chairman of the Board of Trustees

Mr. Lawrence also serves as Trustee of other funds. Previously, Mr. Lawrence served as a Member of the Advisory Board of certain funds. Prior to his retirement in 2008, Mr. Lawrence served as Vice President of certain Fidelity® funds (2006-2008), Senior Vice President, Head of High Income Division of Fidelity Management & Research Company (investment adviser firm, 2006-2008), and President of Fidelity Strategic Investments (investment adviser firm, 2002-2005).

Charles S. Morrison (1960)

Year of Election or Appointment: 2020

Trustee

Mr. Morrison also serves as Trustee of other funds. Previously, Mr. Morrison served as President (2017-2018) and Director (2014-2018) of Fidelity SelectCo, LLC (investment adviser firm), President of Fidelity Management & Research Company (FMR) (investment adviser firm, 2016-2018), a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2014-2018), President, Asset Management (2014-2018), Trustee of the Fidelity Equity and High Income Funds (283 funds as of December 2018) (2014-2018), and was an employee of Fidelity Investments. Mr. Morrison also previously served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

 * 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 U.S. Core Property Fund (and, previously, other funds) of BlackRock Realty Group (2006-present). Previously, Mr. Aldrich served as 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 previously was a founder, Chief Executive Officer, and Chairman of AEW Capital Management, L.P. (then “Aldrich, Eastman and Waltch, L.P.”). Mr. Aldrich also served as a Director of LivelyHood, Inc. (private corporation, 2013-2020), a Trustee for the Fidelity Rutland Square Trust (2005-2010), 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 Emeritus of the Board of Directors of the National Bureau of Economic Research, the Board of Trustees of the Museum of Fine Arts Boston and the Board of Overseers of the Massachusetts Eye and Ear Infirmary.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee 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 serves as Chairman of the Board of Trustees of Yale-New Haven Hospital and Vice Chairman of the Yale New Haven Health System Board and previously served as Trustee on the Board of Overseers of the New York University Stern School of Business.

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) and Chief Executive Officer (2013-present) 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), Advisory Board Member of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Trustee of the Brigham and Women’s Hospital (2016-present), Overseer of the Boston Symphony Orchestra (2014-present), Member of the Board of Directors of The Advertising Council, Inc. (2016-present), Member of the Ron Burton Training Village Executive Board of Advisors (2018-present), Member of the Executive Committee of The Ad Council, Inc. (2019-present), and Member of the Board of Directors of The Ad Club of Boston (2020-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).

Christine Marcks (1955)

Year of Election or Appointment: 2020

Trustee

Ms. Marcks also serves as Trustee of other Funds. Prior to her retirement, Ms. Marcks served as Chief Executive Officer and President – Prudential Retirement (2007-2017) and Vice President for Rollover and Retirement Income Strategies (2005-2007), Prudential Financial, Inc. (financial services). Previously, Ms. Marcks served as a Member of the Advisory Board of certain Fidelity® funds (2019-2020), was Senior Vice President and Head of Financial Horizons (2002-2004) and Vice President, Strategic Marketing (2000-2002) of Voya Financial (formerly ING U.S.) (financial services), held numerous positions at Aetna Financial Services (financial services, 1987-2000) and served as an International Economist for the United States Department of the Treasury (1980-1987). Ms. Marcks also serves as a member of the Board of Trustees, Audit Committee and Benefits & Operations Committee of the YMCA Retirement Fund (2018-present), a non-profit organization providing retirement plan benefits to YMCA staff members, and as a member of the Board of Trustees of Assumption College (2019-present).

Heidi L. Steiger (1953)

Year of Election or Appointment: 2017

Trustee

Ms. Steiger also serves as Trustee of other funds. Ms. Steiger serves as Managing Partner of Topridge Associates, LLC (consulting, 2005-present), a member of the Advisory Board of the joint degree program in Global Luxury Management at North Carolina State University (Raleigh, NC) and Skema (Paris) (2018-present), a Non-Executive Director of CrowdBureau Corporation (financial technology company and index provider, 2018-present), a member of the Board of Directors (2013-present) and Chair of the Audit Committee and member of the Membership and Executive Committees (2017-present) of Business Executives for National Security (nonprofit), and member of the Board of Directors Chair of the Remuneration Committee of Imagine Intelligent Materials Limited (2019-present) (technology company). Previously, Ms. Steiger served as a member of the Global Advisory Board and Of Counsel to Signum Global Advisors (international policy and strategy, 2018-2020), Eastern Region President of The Private Client Reserve of U.S. Bancorp (banking and financial services, 2010-2015), Advisory Director of Berkshire Capital Securities, LLC (financial services, 2009-2010), President and Senior Advisor of Lowenhaupt Global Advisors, LLC (financial services, 2005-2007), and President and Contributing Editor of Worth Magazine (2004-2005) and held a variety of positions at Neuberger Berman Group, LLC (financial services, 1986-2004), including Partner and Executive Vice President and Global Head of Private Asset Management at Neuberger Berman (1999-2004). Ms. Steiger also served as a member of the Board of Directors of Nuclear Electric Insurance Ltd (insurer of nuclear utilities, 2006-2017), a member of the Board of Trustees and Audit Committee of the Eaton Vance Funds (2007-2010), a member of the Board of Directors of Aviva USA (formerly AmerUs) (insurance, 2004-2014), and a member of the Board of Trustees and Audit Committee and Chair of the Investment Committee of CIFG (financial guaranty insurance, 2009-2012), and a member of the Board of Directors of Kin Group Plc (formerly, Fitbug Holdings) (health and technology, 2016-2017).

 + 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 (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer or Howard E. Cox, Jr. may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Ralph F. Cox (1932)

Year of Election or Appointment: 2020

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board 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, 1999-present). 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 Trustee of other funds (2006-2020), 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.

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board of other funds. Mr. Cox is a Partner of Greylock (venture capital, 1971-present) and a Director of Stryker Corporation (medical products and services, 1974-present). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010). Mr. Cox also serves as a Member of the Secretary of Defense's Business Board of Directors (2008-present), a Director of Business Executives for National Security (1997-present), a Director of the Brookings Institution (2010-present), a Director of the World Economic Forum’s Young Global Leaders Foundation (2009-present), and is a Member of the Harvard Medical School Board of Fellows (2002-present). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as Assistant Treasurer of other funds. Mr. Brown is an employee of Fidelity Investments (2013-present).

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke serves as Head of Investment Operations for Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments (1998-present). Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) 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).

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

Assistant Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato is an employee of Fidelity Investments (2017-present). Previously, Ms. Del Prato served as President and Treasurer of The North Carolina Capital Management Trust: Cash Portfolio and Term Portfolio (2018-2020). Prior to joining Fidelity Investments, Ms. Del Prato served as a Managing Director and Treasurer of the JPMorgan Mutual Funds (2014-2017). Prior to JPMorgan, Ms. Del Prato served as a partner at Cohen Fund Audit Services (accounting firm, 2012-2013) and KPMG LLP (accounting firm, 2004-2012).

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 LLC (investment adviser firm, 2015-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present). Previously, Mr. Gryglewicz served as Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-2019), and as Chief Compliance Officer of certain Fidelity® funds (2014-2018).

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2005-present). Previously, Mr. Hogan served as Deputy Treasurer of certain Fidelity® funds (2016-2020) and Assistant Treasurer of certain Fidelity® funds (2016-2018). 

Christina H. Lee (1975)

Year of Election or Appointment: 2020

Secretary and Chief Legal Officer

Ms. Lee also serves as Secretary and CLO of other funds. Ms. Lee serves as Vice President, Associate General Counsel (2014-present) and is an employee of Fidelity Investments (2007-present). Previously, Ms. Lee served as Assistant Secretary of certain funds (2018-2019).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2020

Assistant Secretary

Ms. Lo Bessette also serves as an officer of other funds. Ms. Lo Bessette serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company LLC (investment adviser firm, 2019-present); and CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present). She is a Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2019-present), and is an employee of Fidelity Investments. Previously, Ms. Lo Bessette served as CLO, Secretary, and Senior Vice President of FMR Co., Inc. (investment adviser firm, 2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2019). Prior to joining Fidelity Investments, Ms. Lo Bessette was Executive Vice President, General Counsel (2016-2019) and Senior Vice President, Deputy General Counsel (2015-2016) of OppenheimerFunds (investment management company) and Deputy Chief Legal Officer (2013-2015) of Jennison Associates LLC (investment adviser firm).

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Maher served as Assistant Treasurer of certain funds (2013-2020); 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).

Brett Segaloff (1972)

Year of Election or Appointment: 2021

Anti-Money Laundering (AML) Officer

Mr. Segaloff also serves as an AML Officer of other funds and other related entities. He is Director, Anti-Money Laundering (2007-present) of FMR LLC (diversified financial services company) and is an employee of Fidelity Investments (1996-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2020

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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 (accounting firm, 1996-2009). Previously, Ms. Smith served as Assistant Treasurer (2013-2019) and Deputy Treasurer (2013-2016) of certain Fidelity® funds.

Marc L. Spector (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Spector also serves as an officer of other funds. Mr. Spector serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2016-present). Prior to joining Fidelity Investments, Mr. Spector served as Director at the Siegfried Group (accounting firm, 2013-2016), and prior to Siegfried Group as audit senior manager at Deloitte & Touche LLP (accounting firm, 2005-2013).

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as Assistant Treasurer of other funds. Mr. Wegmann is an employee of Fidelity Investments (2011-present).

Shareholder Expense Example

As a shareholder, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or redemption proceeds, as applicable and (2) ongoing costs, which generally include 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 a 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, 2020 to February 28, 2021).

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 for a class/Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. If any fund is a shareholder of any underlying mutual funds or exchange-traded funds (ETFs) (the Underlying Funds), such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses incurred presented in the table. These fees and expenses are not included in the 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 actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the 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. If any fund is a shareholder of any Underlying Funds, such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses as presented in the table. These fees and expenses are not included in the 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, 2020 
Ending
Account Value
February 28, 2021 
Expenses Paid
During Period-B
September 1, 2020
to February 28, 2021 
Strategic Advisers Fidelity International Fund .04%    
Actual  $1,000.00 $1,137.80 $.21 
Hypothetical-C  $1,000.00 $1,024.60 $.20 

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

 B Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/ 365 (to reflect the one-half year period). The fees and expenses of any Underlying Funds are not included in each annualized expense ratio.

 C 5% return per year before expenses

Distributions (Unaudited)

The Board of Trustees of Strategic Advisers Fidelity International Fund voted to pay on April 12, 2021, to shareholders of record at the opening of business on April 9, 2021, a distribution of $0.219 per share derived from capital gains realized from sales of portfolio securities and a dividend of $0.008 per share from net investment income.

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 28, 2021, $249,930,334, or, if subsequently determined to be different, the net capital gain of such year.

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 96% 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 designates 1% of the dividends distributed during the fiscal year as a section 199A dividend.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are $0.0933 and $0.0126 for the dividend paid December 31, 2020.

The fund will notify shareholders in January 2022 of amounts for use in preparing 2021 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Fidelity International Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes at a meeting on the renewal of the management contract with Strategic Advisers LLC (Strategic Advisers) and the sub-advisory agreements with FIAM LLC, FIL Investment Advisors, and Geode Capital Management, LLC (each a Sub-Adviser and collectively, the Sub-Advisers) (collectively, the Sub-Advisory Agreements), and the sub-sub-advisory agreement with FIL Investment Advisors (UK) Limited (the Sub-Sub-Advisory Agreement and, together with the management contract and the Sub-Advisory Agreements, the Advisory Contracts) for the fund. Strategic Advisers and the Sub-Advisers are referred to herein as the Investment Advisers. 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, covers an extensive agenda of topics and materials and 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. The Board, acting directly and through its committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts.

At its September 2020 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination to renew the fund's Advisory Contracts, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services 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 provided by and the profits, if any, realized by Strategic Advisers from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and are realized as the fund grows and 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 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 Advisers, including the backgrounds of the fund's investment personnel and also considered 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 investment personnel 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, among other things, (i) setting, implementing and monitoring the investment strategies for the funds; (ii) identifying and recommending sub-advisers for the funds; (iii) overseeing compliance with federal securities laws by each sub-adviser with respect to the portion of fund assets allocated to the sub-adviser; (iv) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (v) 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 Strategic Advisers' sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

The Board also considered the nature, extent and quality of services provided by each Sub-Adviser. The Trustees noted that under the Sub-Advisory Agreements subject to oversight by Strategic Advisers, each Sub-Adviser is responsible for, among other things, identifying investments for the portion of fund assets allocated to the Sub-Adviser, if any, and executing portfolio transactions to implement its investment strategy. In addition, the Trustees noted that each Sub-Adviser is responsible for providing such reporting as may be requested from Strategic Advisers to fulfill its oversight responsibilities discussed above.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staffs, 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. The Board also considered the Investment Advisers' investments in business continuity planning, and their success in continuously providing services to the fund notwithstanding the severe disruptions caused by the COVID-19 pandemic.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of administrative and shareholder services performed by Strategic Advisers and its affiliates under the management contract and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including 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 and its performance history.

In connection with the renewal of the Advisory Contracts, the Board considered annualized return information for the fund for different time periods, measured against an appropriate securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

The Board considered discussions that occur at Board meetings throughout the year with representatives of Strategic Advisers about fund investment performance and the performance of each Sub-Adviser as part of regularly scheduled fund reviews and other reports to the Board on fund performance, taking into account various factors including general market conditions. In its discussions with representatives of Strategic Advisers regarding fund performance, the Board gave particular attention to information indicating underperformance of certain funds for specific time periods and discussed with Strategic Advisers the reasons for any such underperformance.

The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2019, 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 Fidelity 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 first quartile for the one-, three-, and five-year periods ended December 31, 2019. The Board also noted that the fund had out-performed 88%, 93%, and 86% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2019. The Board also noted that the investment performance of the fund was higher than its benchmark for the one-, 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 continue to benefit the shareholders of the fund.

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, as discussed below. The Board also noted Strategic Advisers' proposal to extend the management fee waiver and considered the fund's contractual maximum aggregate annual management fee rate. 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 also are 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 %s 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 was considered by the Board.

Strategic Advisers Fidelity International Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for the 12-month period ended December 31, 2019.

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 rate as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, 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 12-month period ended December 31, 2019.

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 and each Sub-Adviser, 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 the 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 relationships 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.

A public accounting firm has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. The 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 certain fund profitability information and its conformity to established allocation methodologies. After considering the 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 Fidelity's non-fund businesses and potential indirect benefits such businesses may have received as a result of their association with Fidelity's mutual fund business (i.e., fall-out benefits) as well as cases where Fidelity's affiliates may benefit from the fund's business. The Board noted that changes to fall-out benefits year-over-year reflect business developments at Fidelity's various businesses.

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.

The Board also considered information regarding the profitability of the Sub-Advisers' respective relationships with the fund and the potential fall-out benefits, if any, that may accrue to the Sub-Advisers as a result of their respective relationships with the fund. The Board considered profitability information provided by the Sub-Advisers in light of the nature of the relationships between Strategic Advisers and the Sub-Advisers with respect to the negotiation of sub-advisory fees.

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 Agreements 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 Strategic Advisers' management fee waiver into consideration.

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 arrangements 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.

Liquidity Risk Management Program

The Securities and Exchange Commission adopted Rule 22e-4 under the Investment Company Act of 1940 (the Liquidity Rule) to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that funds will be unable to meet their redemption obligations and mitigating dilution of the interests of fund shareholders.

The Fund has adopted and implemented a liquidity risk management program (the Program) reasonably designed to assess and manage the Fund’s liquidity risk and to comply with the requirements of the Liquidity Rule. The Fund’s Board of Trustees (the Board) has designated the Fund’s investment adviser as administrator of the Program. Strategic Advisers has established a Liquidity Risk Management Committee (the LRM Committee) to manage the Program for each of the Funds. The LRM Committee monitors the adequacy and effectiveness of implementation of the Program and on a periodic basis assesses each Fund’s liquidity risk based on a variety of factors including (1) the Fund’s investment strategy, (2) portfolio liquidity and cash flow projections during normal and reasonably foreseeable stressed conditions, (3) shareholder redemptions and (4) borrowings and other funding sources, as applicable.

In accordance with the Program, each of the Fund’s portfolio investments is classified into one of four liquidity categories described below based on a determination of a reasonable expectation for how long it would take to convert the investment to cash (or sell or dispose of the investment) without significantly changing its market value.

  • Highly liquid investments – cash or convertible to cash within three business days or less
  • Moderately liquid investments – convertible to cash in three to seven calendar days
  • Less liquid investments – can be sold or disposed of, but not settled, within seven calendar days
  • Illiquid investments – cannot be sold or disposed of within seven calendar days

Liquidity classification determinations take into account a variety of factors including various market, trading and investment-specific considerations, as well as market depth, and generally utilize analysis from a third-party liquidity metrics service.

The Liquidity Rule places a 15% limit on a fund’s illiquid investments and requires funds that do not primarily hold assets that are highly liquid investments to determine and maintain a minimum percentage of the fund’s net assets to be invested in highly liquid investments (highly liquid investment minimum or HLIM). The Program includes provisions reasonably designed to comply with the 15% limit on illiquid investments and for determining, periodically reviewing and complying with the HLIM requirement as applicable.

At a recent meeting of the Fund’s Board of Trustees, the LRM Committee provided a written report to the Board pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the annual period from December 1, 2019 through November 30, 2020. The report concluded that the Program has been implemented and is operating effectively and is reasonably designed to assess and manage the Fund’s liquidity risk.

Proxy Voting Results

A special meeting of shareholders was held on November 2, 2020. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.

 # of
Votes 
% of
Votes 
ROBERT A. LAWRENCE 
Affirmative 204,250,982,594.51 96.530 
Withheld 7,343,512,146.85 3.470 
TOTAL 211,594,494,741.36 100.000 
CHARLES S. MORRISON 
Affirmative 204,349,460,488.43 96.576 
Withheld 7,245,034,252.93 3.424 
TOTAL 211,594,494,741.36 100.000 
PETER C. ALDRICH 
Affirmative 203,499,803,652.67 96.175 
Withheld 8,094,691,088.69 3.825 
TOTAL 211,594,494,741.36 100.000 
MARY C. FARRELL 
Affirmative 204,011,925,737.22 96.417 
Withheld 7,582,569,004.14 3.583 
TOTAL 211,594,494,741.36 100.00 
KAREN KAPLAN 
Affirmative 204,297,547,550.53 96.552 
Withheld 7,296,947,190.83 3.448 
TOTAL 211,594,494,741.36 100.000 
CHRISTINE MARCKS 
Affirmative 204,700,871,317.72 96.743 
Withheld 6,893,623,423.64 3.257 
TOTAL 211,594,494,741.36 100.000 
HEIDI L. STEIGER 
Affirmative 204,406,589,957.28 96.603 
Withheld 7,187,904,784.08 3.397 
TOTAL 211,594,494,741.36 100.000 

PROPOSAL 2

To approve the conversion of a fundamental investment policy to a non-fundamental investment policy.

 # of
Votes 
% of
Votes 
Affirmative 9,922,049,091.49 83.787 
Against 907,529,653.63 7.664 
Abstain 1,012,474,643.31 8.549 
Broker Non-Vote 0.00 0.000 
TOTAL 11,842,053,388.63 100.000 

PROPOSAL 5

To approve a sub-subadvisory agreement between FIAM LLC (FIAM) and FMR Investment Management (UK) Limited (FMR UK).

 # of
Votes 
% of
Votes 
Affirmative 10,584,118,320.53 89.378 
Against 578,088,272.86 4.882 
Abstain 679,846,795.24 5.740 
Broker Non-Vote 0.00 0.000 
TOTAL 11,842,053,388.63 100.000 

PROPOSAL 6

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Hong Kong) Limited (FMR H.K.).

 # of
Votes 
% of
Votes 
Affirmative 10,373,540,323,96 87.600 
Against 779,088,175.07 6.579 
Abstain 689,424,889.60 5.821 
Broker Non-Vote 0.00 0.000 
TOTAL 11,842,053,388.63 100.000 

PROPOSAL 7

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Japan) Limited (FMR Japan).

 # of
Votes 
% of
Votes 
Affirmative 10,491,100,175.53 88.592 
Against 628,423,297.52 5.307 
Abstain 722,529,815.58 6.101 
Broker Non-Vote 0.00 0.000 
TOTAL 11,842,053,388.63 100.000 
Proposal 1 reflects trust wide proposal and voting results. 





Fidelity Investments

SIL-ANN-0421
1.912839.110


Strategic Advisers® Core Income Fund

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



Annual Report

February 28, 2021

Fidelity Investments



Fidelity Investments

Contents

Note to Shareholders

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of 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

Liquidity Risk Management Program

Proxy Voting Results


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. © 2021 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-PORT. Forms N-PORT are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-PORT 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.institutional.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.



Note to Shareholders:

Early in 2020, the outbreak and spread of a new coronavirus emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and the outlook for corporate earnings. The virus causes a respiratory disease known as COVID-19. On March 11, 2020 the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread.

In the weeks following, as the crisis worsened, we witnessed an escalating human tragedy with wide-scale social and economic consequences from coronavirus-containment measures. The outbreak of COVID-19 prompted a number of measures to limit the spread, including travel and border restrictions, quarantines, and restrictions on large gatherings. In turn, these resulted in lower consumer activity, diminished demand for a wide range of products and services, disruption in manufacturing and supply chains, and – given the wide variability in outcomes regarding the outbreak – significant market uncertainty and volatility. Amid the turmoil, global governments and central banks took unprecedented action to help support consumers, businesses, and the broader economies, and to limit disruption to financial systems.

The situation continues to unfold, and the extent and duration of its impact on financial markets and the economy remain highly uncertain. Extreme events such as the coronavirus crisis are “exogenous shocks” that can have significant adverse effects on mutual funds and their investments. Although multiple asset classes may be affected by market disruption, the duration and impact may not be the same for all types of assets.

Fidelity is committed to helping you stay informed amid news about COVID-19 and during increased market volatility, and we’re taking extra steps to be responsive to customer needs. We encourage you to visit our websites, where we offer ongoing updates, commentary, and analysis on the markets and our funds.

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 28, 2021 Past 1 year Past 5 years Past 10 years 
Strategic Advisers® Core Income Fund 3.59% 4.76% 4.12% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Core Income Fund on February 28, 2011.

The chart shows how the value of your investment would have changed, and also shows how the Bloomberg Barclays U.S. Aggregate Bond Index performed over the same period.


Period Ending Values

$14,970Strategic Advisers® Core Income Fund

$14,210Bloomberg Barclays U.S. Aggregate Bond Index

Management's Discussion of Fund Performance

Market Recap:  U.S. taxable investment-grade bonds posted only a small gain for the 12 months ending February 28, 2021, hampered by rising long-term market rates amid faster economic expansion. The Bloomberg Barclays U.S. Aggregate Bond Index added 1.38% for the period. Spreads for corporate bonds widened and yields rose in March 2020 due to robust investor demand for relatively safer assets – especially U.S. Treasury bonds – as the outbreak and spread of COVID-19 threatened global economic growth and corporate earnings, leading to pockets of market illiquidity. Aggressive intervention by the U.S. Federal Reserve boosted liquidity and led to a broad rally for fixed-income assets from April through July. Spreads widened moderately in August and September, amid healthy issuance of new corporate bonds, then narrowed through period end. In February 2021, yields rose because a $1.9 trillion COVID-relief bill offered hopes for a broad economic recovery but led to rising inflation expectations. Within the Bloomberg Barclays index, corporate bonds gained 2.79% for the 12 months, topping the -0.13% return of U.S. Treasuries. Securitized sectors, meanwhile, outpaced Treasuries and the broader market. Outside the index, U.S. corporate high-yield bonds gained 9.38% and Treasury Inflation-Protected Securities (TIPS) rose 5.85%.

Comments from Portfolio Manager Jonathan Duggan:  For the fiscal year ending February 28, 2021, the Fund gained 3.59%, handily outpacing the 1.38% increase in the benchmark Bloomberg Barclays U.S. Aggregate Bond Index. Early in the period, as part of my effort to increase exposure to lower-volatility bonds, I augmented the Fund's exposure to mortgage-backed securities (MBS). Then, following the COVID-19-driven market decline in March 2020, I sought to capitalize on newly attractive valuations by increasing the Fund's allocation to investment-grade (IG) corporate credit. These positioning adjustments helped the Fund outperform its benchmark the past 12 months. In terms of underlying managers, the Core Investment Grade Strategy from sub-adviser FIAM® (+5%) was the top relative contributor. An overweighted allocation to IG corporate bonds – particularly those with BBB credit ratings – along with favorable interest-rate positioning, helped this manager outperform. Fidelity® SAI Total Bond Fund (+4%) and PIMCO Total Return Fund (+3%) also added value versus the benchmark. Fidelity SAI Total Bond benefited from positions in longer-maturity IG corporate bonds, non-agency MBS and high-yield corporate credit. For PIMCO, greater-than-benchmark interest rate sensitivity aided its performance for most of the period, as did exposure to corporate credit. On the downside, the iShares® 20+ Year Treasury Bond exchange-traded fund (-7%) was the only detractor of note. However, I held U.S. Treasury positions for liquidity purposes and to help hedge the portfolio during periods of market volatility. In terms of notable positioning changes, in January, we hired TCW and PGIM as sub-advisers. They are running the same investment strategies offered in MetWest Total Return Bond Fund and PGIM Total Return Bond Fund, respectively, but at reduced management fees. Late in the period, credit spreads tightened back to levels that looked expensive and bond yields moved higher. In this environment, I plan to maintain a slight tilt to credit through our underlying managers and may increase the Fund’s allocation to assets that are more interest rate sensitive.

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 28, 2021

(by issuer, excluding cash equivalents) % of fund's net assets 
PIMCO Total Return Fund Institutional Class 15.0 
Fidelity SAI Total Bond Fund 15.0 
Western Asset Core Plus Bond Fund Class I  7.9 
U.S. Treasury Obligations  7.0 
Western Asset Core Bond Fund Class I 5.3 
DoubleLine Total Return Bond Fund Class N 3.2 
Voya Intermediate Bond Fund Class I 3.2 
PIMCO Mortgage Opportunities Fund Institutional Class 2.8 
Prudential Total Return Bond Fund Class A 2.8 
PIMCO Income Fund Institutional Class  2.6 

Asset Allocation (% of fund's net assets)

As of February 28, 2021*,** 
   Corporate Bonds 10.8% 
   U.S. Government and U.S. Government Agency Obligations 12.4% 
   Asset-Backed Securities 1.8% 
   CMOs and Other Mortgage Related Securities 2.3% 
   Municipal Securities 0.2% 
   High Yield Fixed-Income Funds 0.5% 
   Intermediate-Term Bond Funds 65.2% 
   Long Government Bond Funds 2.1% 
   Other Investments 0.5% 
   Short-Term Investments and Net Other Assets (Liabilities) 3.1% 
   Intermediate Government Funds 1.1% 


 * Futures and Swaps - 0.6%

 ** Written options - (0.3)%

Asset allocations of funds in the pie chart reflect the categorizations of assets as defined by Morningstar as of the reporting date.

Percentages in the above tables are adjusted for the effect of TBA Sale Commitments.

Schedule of Investments February 28, 2021

Showing Percentage of Net Assets

Nonconvertible Bonds - 10.8%   
 Principal Amount(a) Value 
COMMUNICATION SERVICES - 1.2%   
Diversified Telecommunication Services - 0.4%   
AT&T, Inc.:   
2.55% 12/1/33 (b) $2,798,000 $2,703,066 
3.5% 6/1/41 4,880,000 4,903,254 
3.5% 9/15/53 (b) 3,423,000 3,139,998 
3.55% 9/15/55 (b) 990,000 908,959 
3.65% 9/15/59 (b) 4,915,000 4,531,641 
3.8% 12/1/57 (b) 26,383,000 25,082,839 
4.3% 2/15/30 3,709,000 4,253,613 
4.5% 5/15/35 1,980,000 2,280,272 
4.5% 3/9/48 6,650,000 7,296,641 
4.75% 5/15/46 49,080,000 56,484,582 
4.9% 6/15/42 7,000,000 8,249,634 
5.15% 11/15/46 10,160,000 12,371,939 
6.2% 3/15/40 2,433,000 3,255,904 
6.3% 1/15/38 2,523,000 3,373,086 
C&W Senior Financing Designated Activity Co.:   
6.875% 9/15/27 (b) 305,000 326,731 
7.5% 10/15/26 (b) 710,000 750,690 
Cablevision Lightpath LLC 3.875% 9/15/27 (b) 10,000 9,925 
Frontier Communications Corp.:   
5% 5/1/28 (b) 215,000 221,386 
5.875% 10/15/27 (b) 95,000 101,650 
Level 3 Financing, Inc.:   
3.625% 1/15/29 (b) 135,000 132,821 
3.875% 11/15/29 (b) 1,500,000 1,619,768 
4.25% 7/1/28 (b) 1,520,000 1,541,447 
4.625% 9/15/27 (b) 1,000,000 1,034,700 
5.375% 5/1/25 400,000 410,400 
Lumen Technologies, Inc.:   
4.5% 1/15/29 (b) 705,000 704,119 
5.125% 12/15/26 (b) 185,000 192,863 
5.625% 4/1/25 175,000 187,460 
6.875% 1/15/28 15,000 16,918 
7.6% 9/15/39 1,464,000 1,761,133 
7.65% 3/15/42 1,000,000 1,201,150 
Qwest Corp. 7.25% 9/15/25 203,000 241,824 
Sable International Finance Ltd. 5.75% 9/7/27 (b) 585,000 618,638 
SFR Group SA:   
5.125% 1/15/29 (b) 300,000 301,655 
7.375% 5/1/26 (b) 510,000 532,032 
8.125% 2/1/27 (b) 135,000 147,151 
Sprint Capital Corp.:   
6.875% 11/15/28 1,695,000 2,144,175 
8.75% 3/15/32 555,000 825,840 
Sprint Spectrum Co. LLC 3.36% 3/20/23 (b) 375,000 377,813 
Telecom Italia SpA 5.303% 5/30/24 (b) 370,000 400,588 
Telenet Finance Luxembourg Notes SARL 5.5% 3/1/28 (b) 400,000 423,000 
Verizon Communications, Inc.:   
2.65% 11/20/40 1,265,000 1,182,153 
2.987% 10/30/56 (b) 1,660,000 1,496,053 
3.15% 3/22/30 2,673,000 2,866,999 
4.016% 12/3/29 1,346,000 1,542,733 
4.272% 1/15/36 5,425,000 6,314,788 
4.5% 8/10/33 945,000 1,127,035 
4.522% 9/15/48 2,416,000 2,845,616 
4.862% 8/21/46 490,000 604,528 
5.012% 4/15/49 156,000 197,980 
Virgin Media Finance PLC 5% 7/15/30 (b) 270,000 274,725 
  173,513,915 
Entertainment - 0.0%   
Live Nation Entertainment, Inc. 3.75% 1/15/28 (b) 237,000 237,521 
Netflix, Inc.:   
4.375% 11/15/26 165,000 185,175 
4.875% 4/15/28 145,000 164,871 
4.875% 6/15/30 (b) 70,000 80,500 
5.375% 11/15/29 (b) 120,000 141,774 
5.875% 11/15/28 635,000 760,095 
6.375% 5/15/29 55,000 68,338 
The Walt Disney Co.:   
3.6% 1/13/51 4,540,000 4,948,851 
4.75% 9/15/44 1,430,000 1,822,793 
  8,409,918 
Media - 0.6%   
Altice Financing SA:   
5% 1/15/28 (b) 200,000 200,022 
7.5% 5/15/26 (b) 300,000 313,158 
Altice France Holding SA:   
6% 2/15/28 (b) 105,000 102,769 
8% 5/15/27 (Reg. S) EUR4,800,000 6,312,670 
CCO Holdings LLC/CCO Holdings Capital Corp.:   
4% 3/1/23 (b) 2,450,000 2,473,765 
4.5% 8/15/30 (b) 180,000 186,390 
4.5% 5/1/32 (b) 2,375,000 2,439,600 
5.75% 2/15/26 (b) 1,650,000 1,705,358 
Charter Communications Operating LLC/Charter Communications Operating Capital Corp.:   
3.7% 4/1/51 6,675,000 6,348,602 
4.464% 7/23/22 11,002,000 11,512,250 
4.908% 7/23/25 7,565,000 8,635,996 
5.375% 4/1/38 450,000 538,621 
5.375% 5/1/47 37,824,000 44,461,957 
5.75% 4/1/48 14,203,000 17,509,675 
6.384% 10/23/35 2,985,000 3,962,565 
6.484% 10/23/45 1,295,000 1,735,928 
Comcast Corp.:   
3.4% 4/1/30 2,121,000 2,357,979 
3.75% 4/1/40 370,000 417,643 
3.999% 11/1/49 10,000 11,503 
4.15% 10/15/28 1,450,000 1,686,525 
4.6% 8/15/45 2,420,000 3,030,416 
4.65% 7/15/42 4,121,000 5,157,894 
COX Communications, Inc.:   
3.15% 8/15/24 (b) 4,500,000 4,840,944 
4.6% 8/15/47 (b) 2,125,000 2,570,041 
CSC Holdings LLC:   
3.375% 2/15/31 (b) 244,000 234,240 
4.125% 12/1/30 (b) 215,000 215,860 
4.625% 12/1/30 (b) 170,000 169,529 
5.75% 1/15/30 (b) 1,000,000 1,067,200 
Discovery Communications LLC:   
3.625% 5/15/30 4,338,000 4,771,320 
4% 9/15/55 (b) 1,375,000 1,408,321 
4.65% 5/15/50 11,727,000 13,593,461 
5.3% 5/15/49 4,320,000 5,380,919 
DISH DBS Corp.:   
5.875% 11/15/24 200,000 209,516 
6.75% 6/1/21 1,500,000 1,516,875 
7.75% 7/1/26 550,000 605,275 
Fox Corp.:   
4.709% 1/25/29 2,509,000 2,944,279 
5.476% 1/25/39 2,474,000 3,176,490 
5.576% 1/25/49 1,641,000 2,160,237 
Gray Television, Inc. 4.75% 10/15/30 (b) 100,000 100,000 
Radiate Holdco LLC/Radiate Financial Service Ltd. 4.5% 9/15/26 (b) 345,000 349,313 
SES Global Americas Holdings GP 5.3% 3/25/44 (b) 2,000,000 2,267,718 
Sirius XM Radio, Inc.:   
4.125% 7/1/30 (b) 65,000 65,650 
5.5% 7/1/29 (b) 1,000,000 1,082,200 
Tegna, Inc. 4.75% 3/15/26 (b) 225,000 239,625 
Time Warner Cable LLC:   
4% 9/1/21 16,424,000 16,564,582 
5.5% 9/1/41 2,591,000 3,171,226 
5.875% 11/15/40 5,543,000 7,057,105 
6.55% 5/1/37 8,522,000 11,595,718 
7.3% 7/1/38 6,393,000 9,137,790 
ViacomCBS, Inc.:   
3.875% 4/1/24 1,380,000 1,501,651 
4.2% 5/19/32 650,000 747,728 
4.6% 1/15/45 3,065,000 3,536,486 
5.85% 9/1/43 220,000 291,856 
Virgin Media Secured Finance PLC:   
4.5% 8/15/30 (b) 1,932,000 1,975,470 
5.5% 8/15/26 (b) 300,000 312,338 
5.5% 5/15/29 (b) 175,000 187,569 
Ziggo BV:   
4.875% 1/15/30 (b)(c) 115,000 120,031 
5.5% 1/15/27 (b) 539,000 560,026 
  226,829,875 
Wireless Telecommunication Services - 0.2%   
Digicel International Finance Ltd. / Digicel Holdings Bermuda Ltd.:   
8% 12/31/26 (b) 1,550,000 1,478,398 
8.75% 5/25/24 (b) 400,000 417,500 
8.75% 5/25/24 (b) 300,000 314,156 
Intelsat Jackson Holdings SA:   
5.5% 8/1/23 (d) 2,500,000 1,587,500 
9.75% 7/15/25 (b)(d) 5,500,000 3,523,300 
Millicom International Cellular SA:   
4.5% 4/27/31 (b) 200,000 214,000 
5.125% 1/15/28 (b) 346,500 367,545 
Rogers Communications, Inc. 3% 3/15/23 150,000 156,822 
SoftBank Group Corp. 5.375% 7/30/22 (Reg. S) 200,000 208,500 
Sprint Corp. 7.875% 9/15/23 5,977,000 6,900,745 
Sprint Spectrum Co. LLC 5.152% 9/20/29 (b) 9,350,000 10,849,460 
T-Mobile U.S.A., Inc.:   
2.05% 2/15/28 (b) 1,125,000 1,114,166 
2.25% 2/15/26 3,450,000 3,436,718 
2.625% 2/15/29 275,000 269,156 
3% 2/15/41 (b) 2,795,000 2,620,955 
3.3% 2/15/51 (b) 3,575,000 3,311,487 
3.5% 4/15/25 (b) 500,000 540,615 
3.75% 4/15/27 (b) 9,110,000 10,034,847 
3.875% 4/15/30 (b) 17,184,000 18,892,433 
4.375% 4/15/40 (b) 200,000 225,200 
4.5% 4/15/50 (b) 3,381,000 3,757,508 
Vodafone Group PLC 4.25% 9/17/50 3,525,000 3,953,301 
  74,174,312 
TOTAL COMMUNICATION SERVICES  482,928,020 
CONSUMER DISCRETIONARY - 0.5%   
Auto Components - 0.0%   
American Axle & Manufacturing, Inc. 6.25% 4/1/25 600,000 618,060 
Dana, Inc. 5.625% 6/15/28 500,000 530,625 
IHO Verwaltungs GmbH 3.75% 9/15/26 pay-in-kind(Reg. S) (e) EUR2,500,000 3,069,041 
Real Hero Merger Sub 2 6.25% 2/1/29 (b) 30,000 30,900 
  4,248,626 
Automobiles - 0.1%   
Ford Motor Co.:   
4.75% 1/15/43 2,000,000 2,023,000 
5.291% 12/8/46 825,000 871,406 
9% 4/22/25 1,250,000 1,517,450 
9.625% 4/22/30 500,000 707,350 
General Motors Co.:   
6.25% 10/2/43 4,495,000 6,041,076 
6.6% 4/1/36 575,000 783,244 
6.75% 4/1/46 1,600,000 2,225,823 
General Motors Financial Co., Inc.:   
3.45% 4/10/22 4,650,000 4,777,232 
3.7% 5/9/23 11,800,000 12,500,429 
4% 1/15/25 1,205,000 1,316,378 
4.25% 5/15/23 1,875,000 2,011,703 
4.375% 9/25/21 7,321,000 7,489,340 
  42,264,431 
Diversified Consumer Services - 0.0%   
Adtalem Global Education, Inc. 5.5% 3/1/28 (b)(c) 1,400,000 1,393,420 
California Institute of Technology 3.65% 9/1/19 535,000 565,906 
ERAC U.S.A. Finance LLC 3.3% 12/1/26 (b) 4,865,000 5,352,866 
Ingersoll-Rand Global Holding Co. Ltd. 4.25% 6/15/23 425,000 459,586 
President and Fellows of Harvard College:   
3.15% 7/15/46 190,000 208,408 
3.3% 7/15/56 190,000 214,639 
Service Corp. International 5.125% 6/1/29 270,000 291,770 
Trustees of Boston University 4.061% 10/1/48 450,000 545,182 
University of Pennsylvania Trustees:   
2.396% 10/1/50 495,000 476,154 
3.61% 2/15/2119 285,000 305,741 
University of Southern California 3.841% 10/1/47 705,000 846,699 
Yale University 2.402% 4/15/50 1,615,000 1,541,788 
  12,202,159 
Hotels, Restaurants & Leisure - 0.1%   
1011778 BC Unlimited Liability Co./New Red Finance, Inc.:   
3.5% 2/15/29 (b) 1,660,000 1,626,800 
4.25% 5/15/24 (b) 155,000 156,550 
4.375% 1/15/28 (b) 280,000 284,200 
5.75% 4/15/25 (b) 90,000 95,963 
Aramark Services, Inc.:   
4.75% 6/1/26 100,000 101,500 
5% 2/1/28 (b) 1,990,000 2,039,750 
Brinker International, Inc. 3.875% 5/15/23 500,000 501,250 
Caesars Entertainment, Inc. 6.25% 7/1/25 (b) 380,000 402,323 
Caesars Resort Collection LLC 5.25% 10/15/25 (b) 20,000 19,876 
Carnival Corp.:   
5.75% 3/1/27 (b) 650,000 659,750 
7.625% 3/1/26 (b) 75,000 78,844 
Hilton Domestic Operating Co., Inc.:   
3.625% 2/15/32 (b) 325,000 320,073 
3.75% 5/1/29 (b) 255,000 259,412 
4% 5/1/31 (b) 970,000 983,338 
5.375% 5/1/25 (b) 400,000 420,700 
International Game Technology PLC 6.5% 2/15/25 (b) 800,000 884,000 
Marriott International, Inc.:   
3.125% 6/15/26 1,090,000 1,145,084 
3.6% 4/15/24 660,000 705,806 
McDonald's Corp. 4.7% 12/9/35 1,535,000 1,889,235 
MGM Resorts International:   
4.625% 9/1/26 500,000 524,375 
6.75% 5/1/25 100,000 107,063 
Royal Caribbean Cruises Ltd.:   
9.125% 6/15/23 (b) 55,000 60,363 
11.5% 6/1/25 (b) 160,000 187,400 
Scientific Games Corp. 8.625% 7/1/25 (b) 500,000 538,440 
Starbucks Corp. 1.3% 5/7/22 3,742,000 3,783,555 
Wyndham Hotels & Resorts, Inc. 5.375% 4/15/26 (b) 200,000 204,500 
Yum! Brands, Inc. 7.75% 4/1/25 (b) 330,000 362,109 
  18,342,259 
Household Durables - 0.2%   
Brookfield Residential Properties, Inc./Brookfield Residential U.S. Corp. 4.875% 2/15/30 (b) 500,000 505,970 
Century Communities, Inc. 6.75% 6/1/27 275,000 292,875 
Lennar Corp.:   
4.75% 11/29/27 9,350,000 10,822,625 
5% 6/15/27 12,100,000 14,157,000 
5.25% 6/1/26 2,920,000 3,398,004 
Newell Brands, Inc. 5.875% 4/1/36 30,000 37,350 
Taylor Morrison Communities, Inc./Monarch Communities, Inc. 5.875% 4/15/23 (b) 298,000 315,880 
Toll Brothers Finance Corp.:   
4.35% 2/15/28 29,675,000 32,939,250 
4.375% 4/15/23 5,000,000 5,290,000 
4.875% 11/15/25 35,000 39,463 
4.875% 3/15/27 7,917,000 9,045,173 
5.625% 1/15/24 885,000 995,802 
5.875% 2/15/22 12,000,000 12,405,000 
  90,244,392 
Internet & Direct Marketing Retail - 0.0%   
Match Group Holdings II LLC 4.125% 8/1/30 (b) 70,000 72,363 
Leisure Products - 0.0%   
Hasbro, Inc.:   
2.6% 11/19/22 2,485,000 2,568,993 
3% 11/19/24 5,655,000 6,059,291 
Mattel, Inc. 5.45% 11/1/41 20,000 22,600 
  8,650,884 
Multiline Retail - 0.0%   
Dollar Tree, Inc. 4.2% 5/15/28 495,000 567,468 
Specialty Retail - 0.1%   
AutoNation, Inc. 4.75% 6/1/30 953,000 1,123,637 
AutoZone, Inc.:   
1.65% 1/15/31 155,000 146,604 
3.75% 4/18/29 1,200,000 1,331,259 
4% 4/15/30 6,924,000 7,894,273 
Lowe's Companies, Inc. 4.25% 9/15/44 85,000 96,561 
O'Reilly Automotive, Inc.:   
1.75% 3/15/31 420,000 401,450 
4.2% 4/1/30 1,533,000 1,769,183 
Sally Holdings LLC 8.75% 4/30/25 (b) 3,067,000 3,373,700 
The Home Depot, Inc.:   
3.75% 2/15/24 1,026,000 1,116,744 
4.875% 2/15/44 975,000 1,269,616 
5.875% 12/16/36 300,000 428,449 
  18,951,476 
Textiles, Apparel & Luxury Goods - 0.0%   
The William Carter Co. 5.625% 3/15/27 (b) 875,000 921,484 
Wolverine World Wide, Inc. 6.375% 5/15/25 (b) 270,000 288,563 
  1,210,047 
TOTAL CONSUMER DISCRETIONARY  196,754,105 
CONSUMER STAPLES - 0.6%   
Beverages - 0.3%   
Anheuser-Busch Companies LLC / Anheuser-Busch InBev Worldwide, Inc.:   
4.7% 2/1/36 2,765,000 3,319,566 
4.9% 2/1/46 9,215,000 11,083,667 
Anheuser-Busch InBev Finance, Inc.:   
4.7% 2/1/36 9,871,000 11,897,760 
4.9% 2/1/46 12,306,000 14,720,607 
Anheuser-Busch InBev Worldwide, Inc.:   
3.5% 6/1/30 8,175,000 9,036,020 
4.35% 6/1/40 4,618,000 5,369,438 
4.375% 4/15/38 2,500,000 2,907,651 
4.5% 6/1/50 8,175,000 9,426,896 
4.6% 6/1/60 5,007,000 5,756,328 
4.75% 1/23/29 540,000 638,728 
4.75% 4/15/58 6,987,000 8,306,237 
5.45% 1/23/39 5,390,000 6,930,178 
5.55% 1/23/49 15,352,000 19,976,517 
5.8% 1/23/59 (Reg. S) 15,062,000 20,781,896 
Bacardi Ltd. 5.3% 5/15/48 (b) 1,050,000 1,323,000 
Constellation Brands, Inc.:   
3.7% 12/6/26 925,000 1,037,884 
4.4% 11/15/25 480,000 548,833 
4.75% 11/15/24 5,595,000 6,389,503 
Diageo Capital PLC 2.125% 4/29/32 390,000 392,530 
PepsiCo, Inc.:   
2.625% 3/19/27 839,000 905,032 
2.75% 3/5/22 900,000 922,622 
3.1% 7/17/22 260,000 268,931 
3.6% 3/1/24 1,952,000 2,129,213 
  144,069,037 
Food & Staples Retailing - 0.0%   
Albertsons Companies LLC/Safeway, Inc./New Albertson's, Inc./Albertson's LLC:   
3.5% 3/15/29 (b) 80,000 76,860 
4.875% 2/15/30 (b) 300,000 310,566 
Alimentation Couche-Tard, Inc. 2.95% 1/25/30 (b) 1,800,000 1,893,717 
C&S Group Enterprises LLC 5% 12/15/28 (b) 2,000,000 1,965,000 
Co-Operative Group Ltd. 5.125% 5/17/24 (Reg. S) GBP725,000 1,079,371 
Costco Wholesale Corp. 1.6% 4/20/30 540,000 527,935 
Kroger Co. 2.65% 10/15/26 530,000 567,194 
U.S. Foods, Inc. 6.25% 4/15/25 (b) 185,000 196,794 
Walgreens Boots Alliance, Inc. 3.3% 11/18/21 2,632,000 2,673,368 
  9,290,805 
Food Products - 0.2%   
Darling Ingredients, Inc. 5.25% 4/15/27 (b) 300,000 315,750 
JBS U.S.A. Lux SA / JBS Food Co.:   
5.5% 1/15/30 (b) 15,375,000 17,220,000 
6.5% 4/15/29 (b) 16,775,000 18,871,875 
Kraft Heinz Foods Co.:   
3.75% 4/1/30 653,000 713,633 
3.875% 5/15/27 235,000 256,871 
4.25% 3/1/31 7,220,000 8,106,063 
4.375% 6/1/46 7,290,000 7,942,255 
5% 7/15/35 920,000 1,113,044 
5.2% 7/15/45 4,602,000 5,530,392 
7.125% 8/1/39 (b) 9,093,000 13,334,846 
Lamb Weston Holdings, Inc. 4.875% 5/15/28 (b) 345,000 376,050 
Pilgrim's Pride Corp. 5.875% 9/30/27 (b) 500,000 536,425 
Post Holdings, Inc.:   
4.625% 4/15/30 (b) 530,000 537,950 
5.5% 12/15/29 (b) 270,000 290,590 
The J.M. Smucker Co. 3.5% 3/15/25 310,000 339,308 
TreeHouse Foods, Inc. 4% 9/1/28 505,000 518,989 
Tyson Foods, Inc. 4% 3/1/26 2,520,000 2,835,627 
  78,839,668 
Household Products - 0.0%   
Spectrum Brands Holdings, Inc. 3.875% 3/15/31 (b)(c) 2,500,000 2,471,225 
Tobacco - 0.1%   
Altria Group, Inc.:   
3.4% 2/4/41 3,820,000 3,584,823 
4.25% 8/9/42 365,000 380,820 
BAT Capital Corp.:   
3.215% 9/6/26 490,000 527,757 
3.557% 8/15/27 2,140,000 2,324,064 
4.39% 8/15/37 1,000,000 1,067,739 
4.54% 8/15/47 9,635,000 9,883,475 
4.7% 4/2/27 325,000 372,230 
BAT International Finance PLC 3.95% 6/15/25 (b) 3,600,000 3,967,056 
Imperial Tobacco Finance PLC:   
3.125% 7/26/24 (b) 4,250,000 4,524,791 
4.25% 7/21/25 (b) 1,500,000 1,670,047 
Philip Morris International, Inc.:   
1.125% 5/1/23 955,000 970,747 
3.875% 8/21/42 530,000 580,695 
Reynolds American, Inc. 5.7% 8/15/35 635,000 765,076 
  30,619,320 
TOTAL CONSUMER STAPLES  265,290,055 
ENERGY - 1.3%   
Energy Equipment & Services - 0.0%   
Baker Hughes Co. 4.08% 12/15/47 145,000 159,021 
Halliburton Co.:   
4.75% 8/1/43 445,000 496,612 
6.7% 9/15/38 170,000 223,703 
Precision Drilling Corp. 7.125% 1/15/26 (b) 115,000 111,550 
Transocean Phoenix 2 Ltd. 7.75% 10/15/24 (b) 147,000 145,530 
Transocean Poseidon Ltd. 6.875% 2/1/27 (b) 120,000 112,200 
Transocean Proteus Ltd. 6.25% 12/1/24 (b) 2,400,000 2,316,000 
Transocean, Inc. 11.5% 1/30/27 (b) 140,000 115,500 
U.S.A. Compression Partners LP 6.875% 9/1/27 2,575,000 2,703,750 
  6,383,866 
Oil, Gas & Consumable Fuels - 1.3%   
Aethon United BR LP / Aethon United Finance Corp. 8.25% 2/15/26 (b) 125,000 130,000 
Aker BP ASA 2.875% 1/15/26 (b) 3,870,000 4,012,768 
Antero Resources Corp.:   
7.625% 2/1/29 (b) 1,100,000 1,172,875 
8.375% 7/15/26 (b) 1,698,000 1,857,188 
Apache Corp.:   
4.75% 4/15/43 335,000 327,466 
4.875% 11/15/27 260,000 272,529 
5.25% 2/1/42 210,000 218,400 
Cenovus Energy, Inc.:   
5.25% 6/15/37 1,695,000 1,895,508 
5.4% 6/15/47 385,000 444,257 
Cheniere Energy Partners LP:   
4% 3/1/31 (b)(c) 220,000 221,723 
5.25% 10/1/25 1,195,000 1,228,221 
Chesapeake Energy Corp.:   
5.5% 2/1/26 (b) 330,000 344,032 
5.875% 2/1/29 (b) 105,000 112,090 
Chevron Corp. 2.355% 12/5/22 840,000 866,240 
Chevron U.S.A., Inc.:   
5.25% 11/15/43 295,000 397,992 
6% 3/1/41 360,000 512,185 
CNOOC Finance (2013) Ltd. 2.875% 9/30/29 1,615,000 1,652,852 
Columbia Pipeline Group, Inc. 4.5% 6/1/25 1,418,000 1,604,476 
Comstock Resources, Inc. 6.75% 3/1/29 (b)(c) 130,000 134,875 
ConocoPhillips Co.:   
2.4% 2/15/31 (b) 410,000 416,686 
3.75% 10/1/27 (b) 915,000 1,031,842 
4.3% 8/15/28 (b) 2,540,000 2,953,244 
4.875% 10/1/47 (b) 185,000 233,132 
6.95% 4/15/29 425,000 581,633 
Continental Resources, Inc. 5.75% 1/15/31 (b) 770,000 867,952 
Crestwood Midstream Partners LP/Crestwood Midstream Finance Corp. 5.75% 4/1/25 1,657,000 1,666,196 
CVR Energy, Inc.:   
5.25% 2/15/25 (b) 330,000 325,710 
5.75% 2/15/28 (b) 40,000 39,633 
DCP Midstream Operating LP:   
3.875% 3/15/23 17,626,000 18,154,780 
4.75% 9/30/21 (b) 2,017,000 2,033,388 
5.125% 5/15/29 355,000 376,201 
5.375% 7/15/25 345,000 367,784 
5.6% 4/1/44 3,773,000 3,914,488 
5.625% 7/15/27 260,000 281,380 
5.85% 5/21/43 (b)(e) 7,892,000 7,004,150 
Devon Energy Corp. 5.6% 7/15/41 175,000 213,522 
Diamondback Energy, Inc.:   
3.25% 12/1/26 2,500,000 2,656,759 
3.5% 12/1/29 600,000 630,548 
Ecopetrol SA:   
4.125% 1/16/25 300,000 321,188 
5.375% 6/26/26 1,240,000 1,390,189 
5.875% 9/18/23 360,000 399,150 
6.875% 4/29/30 200,000 243,680 
EG Global Finance PLC:   
6.25% 10/30/25 (Reg. S) EUR4,800,000 5,912,284 
6.75% 2/7/25 (b) 220,000 226,017 
8.5% 10/30/25 (b) 380,000 402,439 
Enable Midstream Partners LP 3.9% 5/15/24 (e) 1,210,000 1,294,391 
Enbridge Energy Partners LP 4.2% 9/15/21 2,044,000 2,066,004 
Enbridge, Inc.:   
4% 10/1/23 3,799,000 4,096,480 
4.25% 12/1/26 1,943,000 2,214,395 
Endeavor Energy Resources LP/EER Finance, Inc.:   
5.5% 1/30/26 (b) 20,000 20,400 
5.75% 1/30/28 (b) 180,000 190,260 
6.625% 7/15/25 (b) 45,000 47,299 
Energy Transfer Partners LP:   
3.75% 5/15/30 2,964,000 3,133,044 
4.2% 9/15/23 1,452,000 1,563,781 
4.25% 3/15/23 1,373,000 1,454,864 
4.5% 4/15/24 1,723,000 1,889,128 
4.75% 1/15/26 250,000 279,584 
4.95% 6/15/28 4,954,000 5,647,040 
5% 5/15/50 6,600,000 6,988,316 
5.15% 3/15/45 10,260,000 10,852,416 
5.25% 4/15/29 2,803,000 3,250,712 
5.8% 6/15/38 2,762,000 3,188,704 
6% 6/15/48 1,799,000 2,095,669 
6.25% 4/15/49 1,925,000 2,301,906 
6.625% 10/15/36 900,000 1,130,862 
EnLink Midstream LLC 5.625% 1/15/28 (b) 220,000 221,925 
Enterprise Products Operating LP:   
3.125% 7/31/29 600,000 645,118 
3.2% 2/15/52 665,000 618,977 
3.7% 1/31/51 65,000 65,681 
4.85% 3/15/44 2,725,000 3,199,300 
EOG Resources, Inc. 3.9% 4/1/35 205,000 229,209 
EQM Midstream Partners LP:   
6.5% 7/1/27 (b) 125,000 134,089 
6.5% 7/15/48 220,000 207,900 
EQT Corp.:   
3.9% 10/1/27 180,000 186,698 
5% 1/15/29 70,000 76,650 
Equinor ASA 3.7% 4/6/50 920,000 1,008,939 
Exxon Mobil Corp.:   
2.397% 3/6/22 1,575,000 1,603,512 
3.452% 4/15/51 6,000,000 6,156,975 
4.114% 3/1/46 705,000 793,236 
Gulfstream Natural Gas System LLC 6.19% 11/1/25 (b) 3,640,000 4,380,313 
Hess Corp.:   
4.3% 4/1/27 1,117,000 1,240,168 
5.6% 2/15/41 2,846,000 3,415,445 
5.8% 4/1/47 4,517,000 5,645,470 
7.125% 3/15/33 1,335,000 1,755,723 
7.3% 8/15/31 1,849,000 2,437,284 
7.875% 10/1/29 5,583,000 7,448,384 
Hess Midstream Partners LP:   
5.125% 6/15/28 (b) 110,000 113,300 
5.625% 2/15/26 (b) 669,000 693,004 
Holly Energy Partners LP/Holly Energy Finance Corp. 5% 2/1/28 (b) 375,000 377,798 
KazMunaiGaz National Co.:   
3.5% 4/14/33 (b) 1,420,000 1,448,400 
5.75% 4/19/47 (Reg. S) 400,000 472,600 
Kinder Morgan Energy Partners LP:   
4.15% 3/1/22 885,000 918,606 
4.15% 2/1/24 300,000 326,898 
5% 10/1/21 1,212,000 1,230,034 
5.8% 3/15/35 1,200,000 1,518,263 
Kinder Morgan, Inc. 3.25% 8/1/50 190,000 172,593 
Magellan Midstream Partners LP:   
3.25% 6/1/30 225,000 241,591 
3.95% 3/1/50 1,085,000 1,115,838 
4.2% 10/3/47 695,000 725,515 
4.25% 9/15/46 65,000 70,046 
Marathon Petroleum Corp.:   
3.8% 4/1/28 3,090,000 3,403,856 
5.125% 3/1/21 2,870,000 2,870,000 
MEG Energy Corp.:   
5.875% 2/1/29 (b) 300,000 304,590 
7.125% 2/1/27 (b) 220,000 230,934 
MPLX LP:   
3 month U.S. LIBOR + 1.100% 1.3304% 9/9/22 (e)(f) 3,115,000 3,117,119 
4.125% 3/1/27 505,000 565,443 
4.5% 7/15/23 160,000 172,767 
4.5% 4/15/38 900,000 994,918 
4.7% 4/15/48 1,330,000 1,455,255 
4.8% 2/15/29 2,360,000 2,761,840 
4.875% 12/1/24 2,489,000 2,813,800 
5.2% 3/1/47 1,775,000 2,066,790 
5.5% 2/15/49 4,516,000 5,487,083 
Newfield Exploration Co. 5.375% 1/1/26 310,000 343,820 
Occidental Petroleum Corp.:   
2.9% 8/15/24 6,201,000 6,034,689 
3.2% 8/15/26 805,000 770,949 
3.4% 4/15/26 130,000 126,222 
3.5% 8/15/29 2,729,000 2,609,661 
4.1% 2/15/47 265,000 225,250 
4.2% 3/15/48 125,000 106,563 
4.3% 8/15/39 439,000 389,613 
4.4% 4/15/46 200,000 179,000 
4.4% 8/15/49 1,809,000 1,593,051 
5.55% 3/15/26 6,488,000 6,925,940 
6.2% 3/15/40 65,000 70,200 
6.45% 9/15/36 4,545,000 5,181,300 
6.6% 3/15/46 6,475,000 7,270,130 
7.5% 5/1/31 8,596,000 10,100,300 
7.875% 9/15/31 40,000 47,400 
8.875% 7/15/30 145,000 185,329 
ONEOK Partners LP 6.65% 10/1/36 400,000 514,322 
ONEOK, Inc.:   
3.1% 3/15/30 1,650,000 1,687,540 
4.45% 9/1/49 4,980,000 5,000,346 
4.95% 7/13/47 365,000 390,922 
Ovintiv, Inc.:   
5.15% 11/15/41 3,000,000 3,091,100 
8.125% 9/15/30 6,179,000 8,209,095 
PBF Holding Co. LLC/PBF Finance Corp.:   
6% 2/15/28 190,000 120,650 
9.25% 5/15/25 (b) 475,000 462,983 
Petrobras Global Finance BV:   
5.6% 1/3/31 1,750,000 1,886,780 
5.75% 2/1/29 170,000 189,397 
6.9% 3/19/49 980,000 1,093,337 
7.25% 3/17/44 34,097,000 39,250,762 
7.375% 1/17/27 1,240,000 1,509,080 
Petroleos Del Peru Petroperu SA 4.75% 6/19/32 (Reg. S) 500,000 546,825 
Petroleos Mexicanos:   
3.75% 2/21/24 (Reg. S) EUR1,250,000 1,537,409 
6.5% 3/13/27 30,640,000 31,789,000 
6.5% 1/23/29 1,190,000 1,186,430 
6.75% 9/21/47 11,150,000 9,759,038 
6.84% 1/23/30 10,852,000 10,906,260 
7.69% 1/23/50 85,755,000 81,458,675 
Petronas Capital Ltd. 3.5% 4/21/30 (b) 600,000 655,140 
Phillips 66 Co. 2.15% 12/15/30 300,000 292,211 
Phillips 66 Partners LP:   
3.75% 3/1/28 295,000 316,746 
4.9% 10/1/46 525,000 580,752 
Pioneer Natural Resources Co.:   
0.75% 1/15/24 95,000 94,753 
1.9% 8/15/30 1,470,000 1,413,679 
2.15% 1/15/31 325,000 316,752 
Plains All American Pipeline LP/PAA Finance Corp.:   
3.55% 12/15/29 2,689,000 2,760,771 
3.6% 11/1/24 1,877,000 2,008,948 
3.65% 6/1/22 10,550,000 10,834,063 
3.8% 9/15/30 260,000 270,039 
4.5% 12/15/26 2,100,000 2,331,169 
5.15% 6/1/42 2,285,000 2,337,591 
PT Pertamina Persero 3.1% 8/27/30 (b) 600,000 607,500 
Regency Energy Partners LP/Regency Energy Finance Corp. 5.875% 3/1/22 2,310,000 2,398,156 
Rockies Express Pipeline LLC:   
4.8% 5/15/30 (b) 1,331,000 1,377,745 
4.95% 7/15/29 (b) 2,375,000 2,538,281 
Sabine Pass Liquefaction LLC 4.5% 5/15/30 9,948,000 11,378,353 
Saudi Arabian Oil Co.:   
2.25% 11/24/30 (b) 600,000 588,201 
4.25% 4/16/39 (Reg. S) 400,000 438,000 
Schlumberger Investment SA 3.65% 12/1/23 210,000 226,303 
Shell International Finance BV:   
3.25% 5/11/25 1,465,000 1,596,888 
4% 5/10/46 950,000 1,073,152 
SM Energy Co. 6.625% 1/15/27 300,000 282,750 
Spectra Energy Partners LP 4.75% 3/15/24 6,000,000 6,647,948 
Suncor Energy, Inc. 6.8% 5/15/38 350,000 491,536 
Sunoco Logistics Partner Operations LP:   
3.9% 7/15/26 805,000 874,638 
5.35% 5/15/45 850,000 913,967 
5.4% 10/1/47 5,301,000 5,819,776 
Sunoco LP/Sunoco Finance Corp.:   
4.5% 5/15/29 (b) 255,000 255,000 
5.5% 2/15/26 560,000 576,162 
5.875% 3/15/28 55,000 58,308 
6% 4/15/27 5,000 5,205 
Tallgrass Energy Partners LP / Tallgrass Energy Finance Corp. 6% 12/31/30 (b) 2,450,000 2,436,770 
Targa Resources Partners LP/Targa Resources Partners Finance Corp.:   
4.875% 2/1/31 (b) 290,000 297,395 
5.5% 3/1/30 55,000 58,815 
5.875% 4/15/26 400,000 416,520 
The Williams Companies, Inc.:   
3.5% 11/15/30 10,592,000 11,505,643 
3.6% 3/15/22 660,000 677,609 
3.7% 1/15/23 2,512,000 2,639,148 
3.75% 6/15/27 1,635,000 1,813,387 
4.85% 3/1/48 100,000 116,082 
4.9% 1/15/45 470,000 536,899 
6.3% 4/15/40 800,000 1,048,457 
Total Capital International SA:   
2.7% 1/25/23 1,375,000 1,436,951 
2.829% 1/10/30 800,000 852,755 
Transcontinental Gas Pipe Line Co. LLC:   
3.25% 5/15/30 910,000 974,833 
4.6% 3/15/48 350,000 407,740 
TransMontaigne Partners LP 6.125% 2/15/26 233,000 234,545 
Valero Energy Corp. 4% 4/1/29 820,000 905,189 
Western Gas Partners LP:   
3.95% 6/1/25 1,176,000 1,187,760 
4.35% 2/1/25 195,000 199,606 
4.65% 7/1/26 2,406,000 2,490,739 
4.75% 8/15/28 1,465,000 1,534,661 
5.3% 2/1/30 335,000 363,063 
5.375% 6/1/21 4,846,000 4,846,000 
  542,985,202 
TOTAL ENERGY  549,369,068 
FINANCIALS - 4.2%   
Banks - 1.9%   
Banco Santander SA 3.49% 5/28/30 800,000 869,755 
Bank of America Corp.:   
2.496% 2/13/31 (e) 650,000 665,854 
2.592% 4/29/31 (e) 4,275,000 4,390,710 
3.004% 12/20/23 (e) 10,921,000 11,414,192 
3.3% 1/11/23 3,572,000 3,771,933 
3.419% 12/20/28 (e) 8,640,000 9,529,150 
3.5% 4/19/26 5,358,000 5,962,704 
3.95% 4/21/25 12,493,000 13,826,349 
3.97% 3/5/29 (e) 10,565,000 11,984,616 
4% 1/22/25 43,905,000 48,618,688 
4.078% 4/23/40 (e) 7,865,000 9,145,701 
4.083% 3/20/51 (e) 3,100,000 3,603,431 
4.1% 7/24/23 13,989,000 15,221,371 
4.2% 8/26/24 2,028,000 2,251,037 
4.25% 10/22/26 10,727,000 12,289,364 
4.271% 7/23/29 (e) 3,660,000 4,244,968 
4.45% 3/3/26 2,065,000 2,364,458 
Banque Federative du Credit Mutuel SA 3 month U.S. LIBOR + 0.730% 0.954% 7/20/22 (b)(e)(f) 8,041,000 8,108,451 
Barclays PLC:   
2.645% 6/24/31 (e) 1,015,000 1,023,656 
2.852% 5/7/26 (e) 10,143,000 10,702,000 
4.337% 1/10/28 250,000 282,707 
4.836% 5/9/28 6,667,000 7,590,139 
4.95% 1/10/47 1,655,000 2,089,036 
4.972% 5/16/29 (e) 15,000,000 17,675,791 
5.088% 6/20/30 (e) 13,438,000 15,600,096 
5.2% 5/12/26 1,701,000 1,935,279 
BNP Paribas SA:   
U.S. SECURED OVERNIGHT FINL RATE (SOFR) INDX + 1.000% 1.323% 1/13/27 (b)(e)(f) 5,375,000 5,323,967 
2.219% 6/9/26 (b)(e) 9,163,000 9,497,618 
CIT Group, Inc.:   
3.929% 6/19/24 (e) 1,375,000 1,455,781 
4.75% 2/16/24 2,480,000 2,700,100 
5% 8/1/23 7,000,000 7,638,750 
6.125% 3/9/28 4,840,000 5,989,500 
Citigroup, Inc.:   
1.122% 1/28/27 (e) 4,110,000 4,055,398 
2.572% 6/3/31 (e) 2,100,000 2,151,517 
2.666% 1/29/31 (e) 10,165,000 10,505,769 
4.075% 4/23/29 (e) 15,580,000 17,744,054 
4.3% 11/20/26 2,129,000 2,427,363 
4.4% 6/10/25 17,376,000 19,516,077 
4.412% 3/31/31 (e) 13,726,000 15,967,365 
4.45% 9/29/27 4,630,000 5,341,211 
4.6% 3/9/26 3,500,000 4,016,544 
4.65% 7/30/45 700,000 876,542 
4.75% 5/18/46 10,000,000 12,368,792 
5.5% 9/13/25 8,267,000 9,775,677 
Citizens Financial Group, Inc. 2.638% 9/30/32 (b) 9,574,000 9,566,107 
Commonwealth Bank of Australia 3.61% 9/12/34 (b)(e) 3,419,000 3,622,596 
Fifth Third Bancorp 8.25% 3/1/38 603,000 999,115 
HSBC Holdings PLC:   
2.013% 9/22/28 (e) 6,340,000 6,369,921 
2.633% 11/7/25 (e) 3,000,000 3,174,000 
4.041% 3/13/28 (e) 3,130,000 3,506,347 
4.25% 3/14/24 1,872,000 2,047,538 
4.95% 3/31/30 1,855,000 2,230,173 
Intesa Sanpaolo SpA:   
5.017% 6/26/24 (b) 31,005,000 33,770,839 
5.71% 1/15/26 (b) 7,646,000 8,615,371 
Japan Bank International Cooperation 3.25% 7/20/23 400,000 426,787 
JPMorgan Chase & Co.:   
1.764% 11/19/31 (e) 4,860,000 4,673,710 
2.522% 4/22/31 (e) 1,055,000 1,083,734 
2.525% 11/19/41 (e) 10,825,000 10,350,415 
2.776% 4/25/23 (e) 2,000,000 2,054,070 
2.956% 5/13/31 (e) 5,386,000 5,627,561 
3.207% 4/1/23 (e) 10,500,000 10,825,150 
3.509% 1/23/29 (e) 3,150,000 3,481,024 
3.875% 9/10/24 250,000 275,700 
3.882% 7/24/38 (e) 4,990,000 5,727,741 
3.964% 11/15/48 (e) 1,270,000 1,474,511 
4.125% 12/15/26 4,475,000 5,129,052 
KeyCorp 2.55% 10/1/29 95,000 99,447 
Lloyds Banking Group PLC:   
3.87% 7/9/25 (e) 5,375,000 5,891,751 
4.375% 3/22/28 1,365,000 1,572,819 
NatWest Markets PLC 2.375% 5/21/23 (b) 10,828,000 11,273,492 
Peoples United Bank 4% 7/15/24 40,000 43,506 
PNC Bank NA 3.25% 6/1/25 1,710,000 1,874,989 
PNC Financial Services Group, Inc. 3.9% 4/29/24 375,000 411,450 
Rabobank Nederland 4.375% 8/4/25 7,713,000 8,714,940 
Royal Bank of Scotland Group PLC:   
3.073% 5/22/28 (e) 5,799,000 6,148,744 
4.269% 3/22/25 (e) 1,735,000 1,902,309 
4.8% 4/5/26 15,438,000 17,774,158 
5.125% 5/28/24 25,198,000 28,168,915 
6% 12/19/23 40,605,000 46,064,536 
6.1% 6/10/23 35,526,000 39,494,370 
6.125% 12/15/22 5,889,000 6,424,353 
Santander UK Group Holdings PLC 4.796% 11/15/24 (e) 2,850,000 3,144,253 
Societe Generale:   
1.488% 12/14/26 (b)(e) 5,375,000 5,341,980 
4.25% 4/14/25 (b) 21,901,000 23,932,684 
Sumitomo Mitsui Banking Corp. 3.95% 7/19/23 250,000 271,210 
Synchrony Bank 3% 6/15/22 5,477,000 5,639,632 
Truist Financial Corp. 2.7% 1/27/22 540,000 550,880 
UniCredit SpA 6.572% 1/14/22 (b) 7,600,000 7,959,426 
Wells Fargo & Co.:   
2.406% 10/30/25 (e) 5,834,000 6,149,156 
2.572% 2/11/31 (e) 585,000 605,564 
2.879% 10/30/30 (e) 8,190,000 8,667,533 
3% 2/19/25 7,625,000 8,189,364 
4.125% 8/15/23 280,000 304,424 
4.3% 7/22/27 21,880,000 25,257,128 
4.478% 4/4/31 (e) 24,345,000 28,777,304 
4.65% 11/4/44 1,385,000 1,653,525 
5.013% 4/4/51 (e) 6,425,000 8,592,170 
Westpac Banking Corp. 4.11% 7/24/34 (e) 4,937,000 5,441,457 
  803,882,392 
Capital Markets - 1.1%   
Affiliated Managers Group, Inc. 4.25% 2/15/24 1,847,000 2,031,075 
Ares Capital Corp.:   
3.875% 1/15/26 13,816,000 14,762,594 
4.2% 6/10/24 12,032,000 13,068,820 
Bank of New York Mellon Corp. 3.4% 5/15/24 750,000 817,238 
Credit Suisse Group AG:   
1.305% 2/2/27 (b)(e) 2,700,000 2,661,566 
2.593% 9/11/25 (b)(e) 15,060,000 15,841,204 
3.75% 3/26/25 15,667,000 17,168,557 
4.194% 4/1/31 (b)(e) 12,540,000 14,292,416 
4.55% 4/17/26 6,559,000 7,560,600 
CyrusOne LP/CyrusOne Finance Corp.:   
2.15% 11/1/30 1,000,000 943,200 
2.9% 11/15/24 4,000,000 4,238,960 
Deutsche Bank AG 4.5% 4/1/25 13,996,000 14,919,994 
Deutsche Bank AG New York Branch:   
3.3% 11/16/22 10,180,000 10,614,350 
5% 2/14/22 14,609,000 15,200,372 
Goldman Sachs Group, Inc.:   
0.481% 1/27/23 14,000,000 14,002,825 
1.992% 1/27/32 (e) 1,180,000 1,153,559 
2.876% 10/31/22 (e) 12,744,000 12,950,180 
3.8% 3/15/30 18,190,000 20,651,937 
3.814% 4/23/29 (e) 4,195,000 4,722,807 
4.017% 10/31/38 (e) 3,495,000 4,041,961 
4.223% 5/1/29 (e) 2,525,000 2,910,362 
6.75% 10/1/37 50,999,000 74,401,402 
Intercontinental Exchange, Inc. 3.75% 12/1/25 3,162,000 3,508,887 
Jefferies Group, Inc. 2.75% 10/15/32 1,655,000 1,683,277 
Macquarie Group Ltd. 1.34% 1/12/27 (b)(e) 4,111,000 4,083,943 
Morgan Stanley:   
3 month U.S. LIBOR + 0.930% 1.1524% 7/22/22 (e)(f) 3,691,000 3,703,214 
0.529% 1/25/24 (e) 15,755,000 15,763,026 
1.794% 2/13/32 (e) 1,025,000 983,587 
2.699% 1/22/31 (e) 11,825,000 12,289,957 
2.802% 1/25/52 (e) 1,015,000 966,308 
3.125% 7/27/26 37,616,000 41,119,373 
3.622% 4/1/31 (e) 13,084,000 14,577,610 
3.7% 10/23/24 21,259,000 23,463,630 
3.772% 1/24/29 (e) 3,660,000 4,108,070 
3.875% 1/27/26 625,000 703,615 
4% 7/23/25 1,190,000 1,338,014 
4.35% 9/8/26 2,070,000 2,378,265 
4.431% 1/23/30 (e) 8,189,000 9,589,532 
5% 11/24/25 40,891,000 47,734,372 
Nomura Holdings, Inc. 2.648% 1/16/25 675,000 711,078 
Raymond James Financial, Inc. 4.95% 7/15/46 2,050,000 2,587,346 
State Street Corp.:   
2.2% 3/3/31 8,590,000 8,599,020 
2.825% 3/30/23 (e) 887,000 911,693 
2.901% 3/30/26 (e) 833,000 898,315 
  470,658,111 
Consumer Finance - 0.6%   
AerCap Ireland Capital Ltd./AerCap Global Aviation Trust:   
2.875% 8/14/24 7,954,000 8,284,396 
3.5% 5/26/22 393,000 404,699 
4.125% 7/3/23 5,132,000 5,458,827 
4.45% 4/3/26 4,282,000 4,681,811 
4.875% 1/16/24 12,556,000 13,703,926 
6.5% 7/15/25 4,320,000 5,064,355 
Ally Financial, Inc.:   
1.45% 10/2/23 2,261,000 2,299,052 
3.05% 6/5/23 11,748,000 12,353,123 
3.875% 5/21/24 6,322,000 6,873,468 
5.125% 9/30/24 2,688,000 3,067,168 
5.75% 11/20/25 1,765,000 2,022,703 
5.8% 5/1/25 6,894,000 8,086,737 
8% 11/1/31 305,000 436,746 
Capital One Financial Corp.:   
3.65% 5/11/27 15,820,000 17,602,744 
3.8% 1/31/28 7,795,000 8,761,261 
Discover Financial Services:   
3.95% 11/6/24 8,102,000 8,904,729 
4.1% 2/9/27 645,000 728,691 
4.5% 1/30/26 6,463,000 7,358,085 
Ford Motor Credit Co. LLC:   
2.9% 2/16/28 275,000 272,250 
3.336% 3/18/21 996,000 996,598 
3.339% 3/28/22 6,970,000 7,046,322 
4% 11/13/30 345,000 352,763 
4.063% 11/1/24 22,139,000 23,188,167 
4.125% 8/17/27 185,000 194,713 
4.271% 1/9/27 85,000 89,888 
4.687% 6/9/25 180,000 191,700 
5.113% 5/3/29 400,000 438,000 
5.125% 6/16/25 135,000 145,800 
5.584% 3/18/24 8,575,000 9,250,281 
5.596% 1/7/22 14,820,000 15,264,600 
GE Capital International Funding Co.:   
3.373% 11/15/25 625,000 681,917 
4.418% 11/15/35 16,580,000 18,935,000 
John Deere Capital Corp. 2.65% 6/24/24 615,000 656,670 
Navient Corp. 7.25% 1/25/22 680,000 705,500 
Springleaf Finance Corp.:   
4% 9/15/30 500,000 485,355 
5.375% 11/15/29 1,679,000 1,771,345 
6.875% 3/15/25 1,165,000 1,313,980 
Synchrony Financial:   
2.85% 7/25/22 2,029,000 2,090,118 
3.75% 8/15/21 2,016,000 2,035,251 
3.95% 12/1/27 8,719,000 9,603,555 
4.25% 8/15/24 6,050,000 6,642,448 
4.375% 3/19/24 7,165,000 7,864,117 
5.15% 3/19/29 13,451,000 15,970,760 
  242,279,619 
Diversified Financial Services - 0.2%   
BP Capital Markets America, Inc. 3.245% 5/6/22 2,610,000 2,699,411 
Brixmor Operating Partnership LP:   
4.05% 7/1/30 9,288,000 10,285,740 
4.125% 6/15/26 5,706,000 6,411,436 
4.125% 5/15/29 6,724,000 7,497,505 
Equitable Holdings, Inc. 3.9% 4/20/23 827,000 884,813 
Icahn Enterprises LP/Icahn Enterprises Finance Corp.:   
6.25% 5/15/26 914,000 960,577 
6.375% 12/15/25 205,000 211,909 
Park Aerospace Holdings Ltd. 5.5% 2/15/24 (b) 12,700,000 13,812,221 
Pine Street Trust I 4.572% 2/15/29 (b) 7,798,000 9,120,659 
Pine Street Trust II 5.568% 2/15/49 (b) 7,800,000 10,330,352 
Power Finance Corp. Ltd. 6.15% 12/6/28 (b) 1,650,000 1,955,766 
Sasol Financing International PLC 4.5% 11/14/22 1,790,000 1,843,700 
VMED O2 UK Financing I PLC 4.25% 1/31/31 (b) 495,000 483,863 
Voya Financial, Inc. 3.125% 7/15/24 3,436,000 3,706,995 
  70,204,947 
Insurance - 0.4%   
ACE INA Holdings, Inc.:   
2.7% 3/13/23 145,000 151,936 
3.15% 3/15/25 1,765,000 1,917,711 
AIA Group Ltd. 3.375% 4/7/30 (b) 9,627,000 10,520,360 
American International Group, Inc.:   
3.4% 6/30/30 15,800,000 17,323,374 
4.5% 7/16/44 2,310,000 2,770,294 
Arch Capital Finance LLC 4.011% 12/15/26 1,770,000 2,019,185 
Baylor Scott & White Holdings:   
Series 2021, 2.839% 11/15/50 120,000 117,886 
1.777% 11/15/30 870,000 859,090 
CNA Financial Corp.:   
3.9% 5/1/29 1,400,000 1,597,617 
3.95% 5/15/24 1,400,000 1,529,935 
Everest Reinsurance Holdings, Inc. 3.5% 10/15/50 855,000 884,794 
Farmers Exchange Capital III 5.454% 10/15/54 (b)(e) 3,335,000 4,166,787 
Five Corners Funding Trust II 2.85% 5/15/30 (b) 11,420,000 12,128,158 
Liberty Mutual Group, Inc. 4.569% 2/1/29 (b) 6,977,000 8,259,972 
Lincoln National Corp.:   
3.05% 1/15/30 130,000 139,686 
4.35% 3/1/48 165,000 194,477 
6.3% 10/9/37 110,000 149,330 
Markel Corp.:   
4.15% 9/17/50 965,000 1,122,075 
4.3% 11/1/47 525,000 623,677 
Marsh & McLennan Companies, Inc.:   
3.5% 6/3/24 1,140,000 1,235,553 
4.8% 7/15/21 1,026,000 1,031,548 
Massachusetts Mutual Life Insurance Co. 3.375% 4/15/50 (b) 3,450,000 3,529,286 
Metropolitan Life Global Funding I U.S. SECURED OVERNIGHT FINL RATE (SOFR) INDX + 0.500% 0.53% 5/28/21 (b)(e)(f) 31,400,000 31,433,356 
Nationwide Mutual Insurance Co. 3 month U.S. LIBOR + 2.290% 2.5065% 12/15/24 (b)(e)(f) 5,490,000 5,490,006 
New York Life Insurance Co. 3.75% 5/15/50 (b) 5,552,000 6,170,969 
Pricoa Global Funding I 5.375% 5/15/45 (e) 5,278,000 5,851,653 
Prudential Financial, Inc. 4.5% 11/16/21 1,118,000 1,151,069 
Swiss Re Finance Luxembourg SA 5% 4/2/49 (b)(e) 3,200,000 3,667,200 
Teachers Insurance & Annuity Association of America:   
3.3% 5/15/50 (b) 8,536,000 8,670,731 
4.375% 9/15/54 (b)(e) 2,100,000 2,241,736 
The Chubb Corp. 6% 5/11/37 300,000 434,575 
Unum Group:   
4% 6/15/29 5,961,000 6,583,359 
4.5% 3/15/25 8,661,000 9,707,582 
5.75% 8/15/42 2,238,000 2,699,393 
  156,374,360 
Thrifts & Mortgage Finance - 0.0%   
Home Point Capital, Inc. 5% 2/1/26 (b) 300,000 298,500 
Nationstar Mortgage Holdings, Inc. 6% 1/15/27 (b) 500,000 525,000 
Nationwide Building Society:   
3.622% 4/26/23 (b)(e) 3,265,000 3,377,256 
4.363% 8/1/24 (b)(e) 1,250,000 1,356,773 
Pennymac Financial Services, Inc. 4.25% 2/15/29 (b) 1,200,000 1,185,264 
Quicken Loans, Inc. 5.25% 1/15/28 (b) 300,000 316,515 
  7,059,308 
TOTAL FINANCIALS  1,750,458,737 
HEALTH CARE - 0.8%   
Biotechnology - 0.1%   
AbbVie, Inc.:   
3.2% 11/21/29 200,000 216,223 
4.05% 11/21/39 8,845,000 10,157,979 
4.25% 11/21/49 1,570,000 1,812,515 
4.4% 11/6/42 4,405,000 5,254,971 
4.55% 3/15/35 400,000 482,167 
4.7% 5/14/45 4,100,000 4,965,519 
4.875% 11/14/48 585,000 743,505 
Amgen, Inc.:   
2.6% 8/19/26 3,600,000 3,830,906 
4.4% 5/1/45 1,450,000 1,729,493 
4.663% 6/15/51 175,000 220,427 
Gilead Sciences, Inc. 4.5% 2/1/45 565,000 672,764 
Nutrition & Biosciences, Inc. 3.468% 12/1/50 (b) 1,650,000 1,684,950 
Regeneron Pharmaceuticals, Inc. 2.8% 9/15/50 505,000 450,051 
  32,221,470 
Health Care Equipment & Supplies - 0.0%   
Abbott Laboratories 4.9% 11/30/46 690,000 935,408 
Becton, Dickinson & Co.:   
3.125% 11/8/21 1,050,000 1,069,739 
3.7% 6/6/27 118,000 132,289 
3.734% 12/15/24 855,000 940,280 
Fresenius U.S. Finance II, Inc. 4.5% 1/15/23 (b) 4,787,000 5,070,610 
Hologic, Inc. 3.25% 2/15/29 (b) 225,000 224,565 
Stryker Corp.:   
3.375% 5/15/24 335,000 361,553 
3.375% 11/1/25 305,000 334,654 
3.5% 3/15/26 675,000 746,633 
Teleflex, Inc.:   
4.25% 6/1/28 (b) 60,000 62,025 
4.875% 6/1/26 1,000,000 1,030,000 
  10,907,756 
Health Care Providers & Services - 0.4%   
AHS Hospital Corp. 2.78% 7/1/51 315,000 302,501 
Anthem, Inc.:   
3.3% 1/15/23 3,395,000 3,568,695 
3.65% 12/1/27 2,965,000 3,346,583 
Ascension Health:   
2.532% 11/15/29 295,000 309,742 
3.106% 11/15/39 610,000 658,972 
3.945% 11/15/46 315,000 378,742 
4.847% 11/15/53 150,000 208,544 
BayCare Health System, Inc. 3.831% 11/15/50 230,000 271,048 
Centene Corp.:   
3% 10/15/30 1,638,000 1,663,717 
3.375% 2/15/30 5,670,000 5,827,059 
4.25% 12/15/27 5,825,000 6,065,281 
4.625% 12/15/29 7,750,000 8,362,250 
4.75% 1/15/25 3,965,000 4,064,125 
5.375% 8/15/26 (b) 200,000 210,500 
Children's Health System of Texas 2.511% 8/15/50 360,000 330,414 
Childrens Hospital Corp. 4.115% 1/1/47 480,000 586,074 
Cigna Corp.:   
3.25% 4/15/25 5,000 5,418 
3.4% 3/15/50 825,000 840,806 
4.375% 10/15/28 14,599,000 17,029,688 
4.5% 2/25/26 4,775,000 5,490,811 
4.8% 7/15/46 2,375,000 2,948,321 
CommonSpirit Health:   
2.76% 10/1/24 575,000 612,488 
3.347% 10/1/29 250,000 269,749 
4.35% 11/1/42 2,500,000 2,852,270 
Community Health Systems, Inc. 4.75% 2/15/31 (b) 560,000 549,153 
CVS Health Corp.:   
2.7% 8/21/40 5,135,000 4,875,372 
3.625% 4/1/27 2,341,000 2,603,258 
4.3% 3/25/28 1,331,000 1,532,113 
4.78% 3/25/38 1,320,000 1,608,852 
5.05% 3/25/48 7,530,000 9,510,261 
5.125% 7/20/45 1,545,000 1,956,419 
5.3% 12/5/43 555,000 717,619 
DaVita HealthCare Partners, Inc. 4.625% 6/1/30 (b) 125,000 127,188 
Fresenius Medical Care U.S. Finance II, Inc. 5.875% 1/31/22 (b) 1,800,000 1,885,467 
HCA Holdings, Inc.:   
3.5% 9/1/30 525,000 546,248 
4.75% 5/1/23 205,000 222,283 
5.125% 6/15/39 2,000,000 2,469,618 
5.25% 6/15/49 5,650,000 7,085,448 
5.375% 2/1/25 305,000 342,363 
5.875% 2/15/26 1,135,000 1,312,003 
Humana, Inc. 3.125% 8/15/29 2,600,000 2,801,759 
Kaiser Foundation Hospitals 4.15% 5/1/47 1,000,000 1,223,316 
Laboratory Corp. of America Holdings:   
3.25% 9/1/24 720,000 780,185 
4.7% 2/1/45 730,000 896,822 
Memorial Sloan-Kettring Cancer Center:   
2.955% 1/1/50 290,000 291,596 
4.2% 7/1/55 140,000 178,166 
5% 7/1/42 225,000 298,472 
Methodist Hospital 2.705% 12/1/50 1,345,000 1,289,436 
Molina Healthcare, Inc. 3.875% 11/15/30 (b) 745,000 780,388 
Mount Sinai Hospital 3.737% 7/1/49 460,000 499,436 
New York & Presbyterian Hospital:   
4.024% 8/1/45 600,000 721,830 
4.063% 8/1/56 390,000 482,959 
Nidda Healthcare Holding AG 3.5% 9/30/24 (Reg. S) EUR3,000,000 3,650,815 
NYU Hospitals Center:   
3.38% 7/1/55 276,000 274,793 
4.368% 7/1/47 810,000 955,630 
Partners Healthcare System, Inc. 3.342% 7/1/60 2,000,000 2,079,396 
PeaceHealth Obligated Group 1.375% 11/15/25 165,000 166,601 
Providence St. Joseph Health Obligated Group:   
2.532% 10/1/29 2,405,000 2,514,871 
2.746% 10/1/26 180,000 194,062 
Quest Diagnostics, Inc.:   
4.7% 3/30/45 100,000 120,415 
5.75% 1/30/40 68,000 89,074 
Sutter Health 4.091% 8/15/48 1,140,000 1,285,038 
Tenet Healthcare Corp.:   
4.625% 7/15/24 240,000 243,600 
4.875% 1/1/26 (b) 1,390,000 1,436,829 
5.125% 5/1/25 500,000 502,500 
6.25% 2/1/27 (b) 120,000 126,660 
Toledo Hospital:   
5.325% 11/15/28 2,792,000 3,279,934 
6.015% 11/15/48 5,710,000 7,274,353 
UnitedHealth Group, Inc.:   
3.875% 8/15/59 30,000 34,085 
4.25% 4/15/47 645,000 772,877 
4.25% 6/15/48 1,625,000 1,964,267 
6.875% 2/15/38 700,000 1,079,597 
  141,837,225 
Health Care Technology - 0.0%   
IQVIA, Inc.:   
1.75% 3/15/26 (b)(c) EUR625,000 757,495 
5% 10/15/26 (b) 230,000 237,964 
  995,459 
Life Sciences Tools & Services - 0.0%   
Charles River Laboratories International, Inc.:   
4.25% 5/1/28 (b) 330,000 344,438 
5.5% 4/1/26 (b) 100,000 104,250 
Thermo Fisher Scientific, Inc. 4.133% 3/25/25 290,000 324,509 
  773,197 
Pharmaceuticals - 0.3%   
Bausch Health Companies, Inc.:   
5.25% 2/15/31 (b) 5,021,000 5,083,763 
6.25% 2/15/29 (b) 500,000 532,850 
7% 3/15/24 (b) 700,000 715,190 
Bayer U.S. Finance II LLC:   
2.2% 7/15/22 2,100,000 2,129,333 
4.25% 12/15/25 (b) 54,704,000 61,609,593 
4.875% 6/25/48 (b) 6,800,000 8,484,330 
Bristol-Myers Squibb Co.:   
4.25% 10/26/49 1,860,000 2,264,043 
5% 8/15/45 672,000 897,452 
Catalent Pharma Solutions 3.125% 2/15/29 (b) 275,000 271,695 
Elanco Animal Health, Inc.:   
4.912% 8/27/21 (e) 1,274,000 1,291,518 
5.272% 8/28/23 (e) 4,020,000 4,321,500 
5.9% 8/28/28 (e) 1,895,000 2,198,200 
GlaxoSmithKline Capital PLC 2.85% 5/8/22 710,000 731,708 
GlaxoSmithKline Capital, Inc. 2.8% 3/18/23 875,000 917,287 
Johnson & Johnson:   
2.1% 9/1/40 475,000 444,228 
3.625% 3/3/37 1,260,000 1,465,312 
Merck & Co., Inc. 3.4% 3/7/29 1,400,000 1,579,067 
Mylan NV:   
4.2% 11/29/23 1,100,000 1,194,561 
5.2% 4/15/48 1,530,000 1,851,207 
5.4% 11/29/43 580,000 716,751 
Pfizer, Inc. 2.55% 5/28/40 1,310,000 1,294,259 
Takeda Pharmaceutical Co. Ltd.:   
2.05% 3/31/30 2,725,000 2,680,920 
3.025% 7/9/40 510,000 512,289 
Teva Pharmaceutical Finance Netherlands III BV 2.2% 7/21/21 1,013,000 1,013,000 
Utah Acquisition Sub, Inc. 3.95% 6/15/26 2,804,000 3,131,812 
Viatris, Inc.:   
1.65% 6/22/25 (b) 1,160,000 1,177,652 
2.7% 6/22/30 (b) 5,898,000 5,978,110 
3.85% 6/22/40 (b) 7,489,000 7,941,422 
4% 6/22/50 (b) 5,262,000 5,463,772 
Wyeth LLC 6.45% 2/1/24 1,875,000 2,188,486 
Zoetis, Inc. 3.25% 2/1/23 5,975,000 6,253,621 
  136,334,931 
TOTAL HEALTH CARE  323,070,038 
INDUSTRIALS - 0.4%   
Aerospace & Defense - 0.2%   
BAE Systems PLC 3.4% 4/15/30 (b) 2,985,000 3,256,919 
BWX Technologies, Inc.:   
4.125% 6/30/28 (b) 200,000 207,750 
5.375% 7/15/26 (b) 700,000 724,500 
General Dynamics Corp.:   
2.25% 11/15/22 650,000 668,156 
3.5% 5/15/25 1,905,000 2,092,704 
Howmet Aerospace, Inc.:   
5.95% 2/1/37 575,000 691,409 
6.75% 1/15/28 345,000 409,688 
Lockheed Martin Corp. 2.9% 3/1/25 1,345,000 1,441,726 
Moog, Inc. 4.25% 12/15/27 (b) 360,000 369,900 
Northrop Grumman Corp. 4.75% 6/1/43 695,000 869,285 
Raytheon Technologies Corp.:   
3.5% 3/15/27 1,300,000 1,445,226 
4.125% 11/16/28 490,000 564,957 
Textron, Inc. 2.45% 3/15/31 1,870,000 1,846,283 
The Boeing Co.:   
1.167% 2/4/23 4,000,000 4,016,935 
1.433% 2/4/24 1,000,000 1,001,754 
2.196% 2/4/26 500,000 501,041 
2.25% 6/15/26 810,000 818,896 
3.6% 5/1/34 1,750,000 1,797,500 
3.625% 2/1/31 7,150,000 7,559,496 
4.508% 5/1/23 1,500,000 1,608,882 
5.04% 5/1/27 4,430,000 5,105,723 
5.15% 5/1/30 4,430,000 5,162,112 
5.705% 5/1/40 4,430,000 5,581,636 
5.805% 5/1/50 5,710,000 7,365,617 
5.93% 5/1/60 4,430,000 5,812,417 
TransDigm, Inc.:   
6.25% 3/15/26 (b) 915,000 964,309 
7.5% 3/15/27 40,000 42,635 
8% 12/15/25 (b) 465,000 506,269 
  62,433,725 
Air Freight & Logistics - 0.0%   
FedEx Corp. 3.3% 3/15/27 280,000 308,629 
United Parcel Service, Inc. 2.05% 4/1/21 150,000 150,221 
XPO Logistics, Inc. 6.25% 5/1/25 (b) 1,810,000 1,944,031 
  2,402,881 
Airlines - 0.0%   
American Airlines, Inc. equipment trust certificate 3.2% 12/15/29 437,130 437,010 
Continental Airlines, Inc. 4.15% 10/11/25 539,385 553,616 
Delta Air Lines, Inc. pass-thru trust certificates 6.821% 2/10/24 94,349 98,446 
Mexico City Airport Trust:   
4.25% 10/31/26 (b) 2,270,000 2,297,921 
5.5% 7/31/47 (b) 1,250,000 1,168,750 
Southwest Airlines Co.:   
2.625% 2/10/30 735,000 730,665 
4.75% 5/4/23 775,000 843,205 
5.125% 6/15/27 885,000 1,036,916 
United Airlines pass-thru Trust Series 2013-1A Class O, 4.3% 2/15/27 138,966 145,064 
  7,311,593 
Building Products - 0.0%   
Advanced Drain Systems, Inc. 5% 9/30/27 (b) 400,000 420,000 
Johnson Controls International PLC 4.95% 7/2/64 197,000 249,696 
Masco Corp. 4.45% 4/1/25 1,610,000 1,820,729 
Owens Corning 4.3% 7/15/47 3,010,000 3,421,724 
  5,912,149 
Commercial Services & Supplies - 0.0%   
Advocate Health & Hospitals Corp. 3.387% 10/15/49 510,000 541,093 
Cintas Corp. No. 2 3.7% 4/1/27 1,035,000 1,170,997 
Double Eagle III Midco 1 LLC 7.75% 12/15/25 (b) 165,000 175,725 
GFL Environmental, Inc. 3.75% 8/1/25 (b) 233,000 237,369 
Legends Hospitality Holding Co. LLC/Legends Hospitality Co-Issuer, Inc. 5% 2/1/26 (b) 60,000 61,050 
Nielsen Co. SARL (Luxembourg) 5% 2/1/25 (b) 115,000 117,861 
Nielsen Finance LLC/Nielsen Finance Co.:   
5% 4/15/22 (b) 215,000 215,559 
5.625% 10/1/28 (b) 205,000 215,988 
5.875% 10/1/30 (b) 205,000 221,656 
PowerTeam Services LLC 9.033% 12/4/25 (b) 108,000 119,610 
Stericycle, Inc. 3.875% 1/15/29 (b) 530,000 533,790 
Waste Management, Inc. 2.9% 9/15/22 375,000 387,354 
  3,998,052 
Construction & Engineering - 0.0%   
AECOM:   
5.125% 3/15/27 2,505,000 2,736,713 
5.875% 10/15/24 270,000 299,700 
  3,036,413 
Electrical Equipment - 0.0%   
ABB Finance (U.S.A.), Inc. 2.875% 5/8/22 115,000 118,469 
Sensata Technologies BV 4.875% 10/15/23 (b) 300,000 319,500 
Wesco Distribution, Inc.:   
7.125% 6/15/25 (b) 1,500,000 1,623,188 
7.25% 6/15/28 (b) 1,250,000 1,389,063 
  3,450,220 
Industrial Conglomerates - 0.0%   
General Electric Co. 3.45% 5/15/24 85,000 91,736 
Machinery - 0.1%   
Fortive Corp. 3.15% 6/15/26 275,000 300,421 
Navistar International Corp. 9.5% 5/1/25 (b) 700,000 783,125 
Pentair Finance SA 4.5% 7/1/29 4,570,000 5,288,401 
Stanley Black & Decker, Inc. 2.75% 11/15/50 865,000 811,265 
Westinghouse Air Brake Co.:   
3.45% 11/15/26 740,000 799,657 
4.95% 9/15/28 4,805,000 5,647,079 
Xylem, Inc.:   
3.25% 11/1/26 225,000 248,216 
4.875% 10/1/21 525,000 538,372 
  14,416,536 
Professional Services - 0.0%   
ASGN, Inc. 4.625% 5/15/28 (b) 110,000 114,675 
Booz Allen Hamilton, Inc. 3.875% 9/1/28 (b) 320,000 327,762 
Equifax, Inc. 2.6% 12/1/24 1,245,000 1,324,747 
IHS Markit Ltd.:   
4% 3/1/26 (b) 1,195,000 1,330,274 
4.125% 8/1/23 365,000 392,850 
5% 11/1/22 (b) 6,800,000 7,216,367 
TriNet Group, Inc. 3.5% 3/1/29 (b) 165,000 163,556 
Verisk Analytics, Inc. 4.125% 9/12/22 690,000 727,582 
  11,597,813 
Road & Rail - 0.0%   
CSX Corp. 6.15% 5/1/37 1,375,000 1,919,568 
Union Pacific Corp.:   
2.973% 9/16/62 (b) 200,000 186,081 
3.25% 2/5/50 1,435,000 1,481,729 
3.6% 9/15/37 640,000 707,118 
3.75% 2/5/70 315,000 340,466 
  4,634,962 
Trading Companies & Distributors - 0.1%   
Air Lease Corp.:   
2.25% 1/15/23 1,711,000 1,756,493 
3% 9/15/23 800,000 839,252 
3.375% 6/1/21 2,750,000 2,769,404 
3.375% 7/1/25 7,608,000 8,087,795 
3.75% 2/1/22 4,752,000 4,864,380 
3.875% 4/1/21 2,900,000 2,900,000 
4.25% 2/1/24 7,846,000 8,558,264 
4.25% 9/15/24 8,907,000 9,784,485 
United Rentals North America, Inc.:   
3.875% 2/15/31 500,000 511,313 
4.875% 1/15/28 2,000,000 2,115,000 
  42,186,386 
Transportation Infrastructure - 0.0%   
Avolon Holdings Funding Ltd.:   
3.625% 5/1/22 (b) 2,155,000 2,195,242 
3.95% 7/1/24 (b) 2,862,000 2,997,050 
4.375% 5/1/26 (b) 3,477,000 3,688,818 
5.25% 5/15/24 (b) 4,140,000 4,507,816 
BNSF Funding Trust I 6.613% 12/15/55 (e) 755,000 868,726 
  14,257,652 
TOTAL INDUSTRIALS  175,730,118 
INFORMATION TECHNOLOGY - 0.3%   
Communications Equipment - 0.0%   
Cisco Systems, Inc.:   
2.9% 3/4/21 150,000 150,023 
3% 6/15/22 310,000 320,577 
  470,600 
Electronic Equipment & Components - 0.0%   
Diamond 1 Finance Corp./Diamond 2 Finance Corp.:   
5.45% 6/15/23 (b) 6,100,000 6,691,324 
6.02% 6/15/26 (b) 2,112,000 2,531,579 
FLIR Systems, Inc. 2.5% 8/1/30 245,000 252,567 
Sensata Technologies, Inc. 3.75% 2/15/31 (b) 590,000 592,213 
TTM Technologies, Inc. 4% 3/1/29 (b)(c) 130,000 131,463 
  10,199,146 
IT Services - 0.0%   
Austin BidCo, Inc. 7.125% 12/15/28 (b) 60,000 61,575 
Banff Merger Sub, Inc. 9.75% 9/1/26 (b) 500,000 532,810 
Fidelity National Information Services, Inc. 3.1% 3/1/41 1,785,000 1,803,077 
Fiserv, Inc.:   
2.75% 7/1/24 105,000 111,649 
3.5% 7/1/29 3,895,000 4,292,509 
3.85% 6/1/25 1,490,000 1,644,581 
Gartner, Inc.:   
3.75% 10/1/30 (b) 105,000 106,313 
4.5% 7/1/28 (b) 165,000 173,250 
Global Payments, Inc. 2.65% 2/15/25 495,000 523,308 
Go Daddy Operating Co. LLC / GD Finance Co., Inc. 3.5% 3/1/29 (b) 330,000 327,938 
IBM Corp.:   
2.85% 5/15/40 480,000 478,589 
3.625% 2/12/24 2,410,000 2,636,891 
MasterCard, Inc. 3.375% 4/1/24 870,000 947,370 
Northwest Fiber LLC/Northwest Fiber Finance Sub, Inc. 6% 2/15/28 (b) 35,000 35,219 
Visa, Inc. 2.7% 4/15/40 145,000 147,617 
  13,822,696 
Semiconductors & Semiconductor Equipment - 0.1%   
Broadcom Corp./Broadcom Cayman LP 3.125% 1/15/25 1,260,000 1,348,681 
Broadcom, Inc.:   
1.95% 2/15/28 (b) 1,620,000 1,597,002 
2.45% 2/15/31 (b) 12,129,000 11,779,017 
2.6% 2/15/33 (b) 12,129,000 11,645,054 
3.15% 11/15/25 1,775,000 1,908,988 
3.5% 2/15/41 (b) 15,811,000 15,756,468 
3.75% 2/15/51 (b) 5,224,000 5,151,097 
4.11% 9/15/28 1,135,000 1,258,830 
Entegris, Inc. 4.375% 4/15/28 (b) 325,000 341,000 
Intel Corp. 4.75% 3/25/50 1,250,000 1,624,426 
NVIDIA Corp. 2.85% 4/1/30 2,598,000 2,794,442 
NXP BV/NXP Funding LLC 3.875% 9/1/22 (b) 1,969,000 2,061,690 
ON Semiconductor Corp. 3.875% 9/1/28 (b) 125,000 130,625 
Qorvo, Inc. 4.375% 10/15/29 200,000 215,312 
  57,612,632 
Software - 0.1%   
CDK Global, Inc.:   
4.875% 6/1/27 500,000 523,125 
5.875% 6/15/26 180,000 187,403 
Crowdstrike Holdings, Inc. 3% 2/15/29 125,000 125,000 
Fair Isaac Corp. 4% 6/15/28 (b) 500,000 517,350 
Intuit, Inc.:   
0.95% 7/15/25 940,000 942,005 
1.35% 7/15/27 200,000 199,814 
Microsoft Corp.:   
3.7% 8/8/46 1,965,000 2,318,859 
4.1% 2/6/37 1,212,000 1,500,041 
NortonLifeLock, Inc. 5% 4/15/25 (b) 370,000 374,625 
Nuance Communications, Inc. 5.625% 12/15/26 600,000 628,500 
Open Text Corp. 3.875% 2/15/28 (b) 490,000 497,963 
Oracle Corp.:   
2.5% 4/1/25 6,499,000 6,888,694 
2.8% 4/1/27 7,964,000 8,565,795 
2.95% 5/15/25 935,000 1,005,732 
3.6% 4/1/50 1,300,000 1,362,152 
3.85% 4/1/60 6,500,000 7,023,060 
4.125% 5/15/45 850,000 967,908 
ServiceNow, Inc. 1.4% 9/1/30 1,005,000 934,511 
SS&C Technologies, Inc. 5.5% 9/30/27 (b) 775,000 818,687 
  35,381,224 
Technology Hardware, Storage & Peripherals - 0.1%   
Apple, Inc.:   
2.65% 2/8/51 2,735,000 2,544,996 
3.25% 2/23/26 7,150,000 7,864,249 
3.85% 8/4/46 1,005,000 1,150,540 
Hewlett Packard Enterprise Co. 4.4% 10/15/22 (e) 5,700,000 6,028,932 
  17,588,717 
TOTAL INFORMATION TECHNOLOGY  135,075,015 
MATERIALS - 0.2%   
Chemicals - 0.1%   
Axalta Coating Systems/Dutch Holding BV 4.75% 6/15/27 (b) 240,000 250,800 
CF Industries Holdings, Inc.:   
4.95% 6/1/43 285,000 335,627 
5.15% 3/15/34 300,000 362,631 
5.375% 3/15/44 525,000 655,594 
Consolidated Energy Finance SA 6.5% 5/15/26 (b) 375,000 378,750 
DuPont de Nemours, Inc. 4.493% 11/15/25 2,625,000 3,005,520 
FMC Corp. 4.5% 10/1/49 800,000 947,826 
INEOS Quattro Finance 2 PLC 3.375% 1/15/26 (b) 275,000 274,313 
LYB International Finance BV:   
4.875% 3/15/44 825,000 988,192 
5.25% 7/15/43 2,955,000 3,676,959 
LYB International Finance III LLC:   
2.25% 10/1/30 620,000 616,047 
3.375% 5/1/30 1,645,000 1,776,304 
3.375% 10/1/40 165,000 168,209 
4.2% 5/1/50 150,000 164,343 
Methanex Corp.:   
5.125% 10/15/27 320,000 330,944 
5.25% 12/15/29 155,000 158,972 
5.65% 12/1/44 105,000 108,150 
Nutrien Ltd. 4.9% 6/1/43 825,000 1,025,700 
OCI NV:   
3.125% 11/1/24 (Reg. S) EUR2,500,000 3,069,162 
3.625% 10/15/25 (Reg. S) EUR500,000 628,160 
Olin Corp.:   
5% 2/1/30 195,000 204,204 
5.125% 9/15/27 700,000 725,847 
5.625% 8/1/29 195,000 210,356 
Sherwin-Williams Co. 4.5% 6/1/47 210,000 253,972 
The Chemours Co. LLC 7% 5/15/25 600,000 618,528 
The Dow Chemical Co.:   
3.625% 5/15/26 2,820,000 3,132,735 
4.625% 10/1/44 295,000 358,886 
Valvoline, Inc. 4.25% 2/15/30 (b) 270,000 278,100 
W. R. Grace & Co.-Conn.:   
4.875% 6/15/27 (b) 125,000 129,600 
5.625% 10/1/24 (b) 400,000 435,228 
  25,269,659 
Construction Materials - 0.0%   
Martin Marietta Materials, Inc. 2.5% 3/15/30 655,000 679,945 
Summit Materials LLC/Summit Materials Finance Corp. 5.25% 1/15/29 (b) 1,000,000 1,061,250 
Vulcan Materials Co. 4.5% 6/15/47 795,000 949,997 
  2,691,192 
Containers & Packaging - 0.0%   
Ardagh Packaging Finance PLC/Ardagh MP Holdings U.S.A., Inc.:   
4.125% 8/15/26(b) 10,000 10,349 
4.75% 7/15/27 (Reg. S) GBP3,650,000 5,289,808 
5.25% 8/15/27 (b) 310,000 321,144 
6% 2/15/25 (b) 40,000 41,348 
Berry Global, Inc.:   
0.95% 2/15/24 (b) 4,465,000 4,466,875 
1.57% 1/15/26 (b) 2,175,000 2,164,386 
4.875% 7/15/26 (b) 200,000 213,582 
Graphic Packaging International, Inc. 3.5% 3/15/28 (b) 231,000 237,064 
Intelligent Packaging Ltd. Finco, Inc. 6% 9/15/28 (b) 40,000 41,700 
International Paper Co.:   
5% 9/15/35 715,000 903,073 
5.15% 5/15/46 116,000 152,171 
OI European Group BV 4% 3/15/23 (b) 290,000 296,525 
Rock-Tenn Co. 4.9% 3/1/22 185,000 193,456 
Trivium Packaging Finance BV:   
5.5% 8/15/26 (b) 205,000 214,471 
8.5% 8/15/27 (b) 60,000 64,350 
  14,610,302 
Metals & Mining - 0.1%   
Anglo American Capital PLC 4.125% 4/15/21 (b) 2,545,000 2,553,828 
Barrick North America Finance LLC:   
5.7% 5/30/41 415,000 567,590 
5.75% 5/1/43 560,000 785,575 
Barrick PD Australia Finance Pty Ltd. 5.95% 10/15/39 1,040,000 1,432,794 
Cleveland-Cliffs, Inc.:   
4.625% 3/1/29 (b) 110,000 107,663 
4.875% 3/1/31 (b) 110,000 107,319 
Corporacion Nacional del Cobre de Chile (Codelco):   
3.15% 1/14/30 (Reg. S) 1,040,000 1,094,600 
3.625% 8/1/27 (b) 2,033,000 2,218,511 
4.5% 8/1/47 (b) 1,715,000 1,913,833 
FMG Resources (August 2006) Pty Ltd. 4.5% 9/15/27 (b) 5,000 5,494 
Freeport-McMoRan, Inc.:   
5.4% 11/14/34 570,000 706,088 
5.45% 3/15/43 275,000 341,688 
HudBay Minerals, Inc. 4.5% 4/1/26 (b)(c) 55,000 55,722 
Indonesia Asahan Aluminium Tbk PT:   
6.53% 11/15/28 (b) 1,050,000 1,278,375 
6.53% 11/15/28 (Reg. S) 988,000 1,202,890 
Kaiser Aluminum Corp.:   
4.625% 3/1/28 (b) 415,000 433,231 
6.5% 5/1/25 (b) 105,000 112,350 
Kinross Gold Corp. 4.5% 7/15/27 4,140,000 4,728,959 
Newmont Corp.:   
2.25% 10/1/30 600,000 598,128 
2.8% 10/1/29 425,000 448,657 
5.45% 6/9/44 185,000 248,253 
Southern Copper Corp. 5.875% 4/23/45 455,000 610,838 
Steel Dynamics, Inc.:   
2.4% 6/15/25 365,000 383,152 
3.45% 4/15/30 2,900,000 3,150,258 
  25,085,796 
TOTAL MATERIALS  67,656,949 
REAL ESTATE - 0.8%   
Equity Real Estate Investment Trusts (REITs) - 0.6%   
Alexandria Real Estate Equities, Inc. 4.9% 12/15/30 5,395,000 6,585,592 
American Campus Communities Operating Partnership LP 3.625% 11/15/27 5,092,000 5,649,094 
Boston Properties, Inc.:   
3.25% 1/30/31 3,050,000 3,235,568 
3.85% 2/1/23 1,175,000 1,240,818 
4.5% 12/1/28 5,210,000 6,093,111 
Corporate Office Properties LP:   
2.25% 3/15/26 1,775,000 1,820,194 
5% 7/1/25 3,453,000 3,912,952 
CTR Partnership LP/CareTrust Capital Corp. 5.25% 6/1/25 680,000 701,094 
Duke Realty LP:   
3.25% 6/30/26 805,000 883,425 
3.625% 4/15/23 1,382,000 1,459,308 
ESH Hospitality, Inc. 4.625% 10/1/27 (b) 1,095,000 1,112,104 
Global Net Lease, Inc. / Global Net Lease Operating Partnership LP 3.75% 12/15/27 (b) 275,000 274,864 
GLP Capital LP/GLP Financing II, Inc.:   
5.25% 6/1/25 200,000 225,644 
5.375% 4/15/26 8,185,000 9,398,508 
Healthcare Realty Trust, Inc. 3.875% 5/1/25 2,750,000 3,008,161 
Healthcare Trust of America Holdings LP:   
3.1% 2/15/30 1,715,000 1,817,976 
3.5% 8/1/26 1,786,000 1,975,656 
Healthpeak Properties, Inc.:   
3% 1/15/30 925,000 982,311 
3.5% 7/15/29 887,000 979,093 
Highwoods/Forsyth LP 3.2% 6/15/21 737,000 739,306 
Hudson Pacific Properties LP:   
3.25% 1/15/30 1,750,000 1,809,418 
4.65% 4/1/29 10,503,000 12,006,861 
Kimco Realty Corp. 1.9% 3/1/28 815,000 814,731 
Lexington Corporate Properties Trust:   
2.7% 9/15/30 894,000 899,646 
4.4% 6/15/24 1,319,000 1,434,509 
MGM Growth Properties Operating Partnership LP:   
4.5% 9/1/26 400,000 424,000 
4.625% 6/15/25 (b) 65,000 68,900 
5.625% 5/1/24 1,185,000 1,279,800 
MPT Operating Partnership LP/MPT Finance Corp. 5% 10/15/27 650,000 692,380 
Omega Healthcare Investors, Inc.:   
3.375% 2/1/31 3,399,000 3,483,357 
3.625% 10/1/29 7,647,000 8,024,593 
4.375% 8/1/23 6,644,000 7,172,414 
4.5% 1/15/25 2,793,000 3,042,961 
4.5% 4/1/27 1,500,000 1,662,937 
4.75% 1/15/28 7,569,000 8,441,433 
4.95% 4/1/24 1,152,000 1,263,748 
5.25% 1/15/26 5,841,000 6,636,224 
Park Intermediate Holdings LLC 5.875% 10/1/28 (b) 2,700,000 2,844,248 
Realty Income Corp.:   
3% 1/15/27 585,000 635,137 
3.25% 1/15/31 1,177,000 1,280,326 
Retail Opportunity Investments Partnership LP:   
4% 12/15/24 877,000 932,778 
5% 12/15/23 626,000 672,425 
Retail Properties America, Inc.:   
4% 3/15/25 6,865,000 7,223,778 
4.75% 9/15/30 10,799,000 11,671,068 
SBA Communications Corp.:   
3.125% 2/1/29 (b) 220,000 214,001 
3.875% 2/15/27 400,000 414,612 
4.875% 9/1/24 200,000 205,140 
Senior Housing Properties Trust 4.75% 2/15/28 2,000,000 1,970,000 
Service Properties Trust:   
4.375% 2/15/30 200,000 186,000 
4.95% 2/15/27 485,000 480,320 
4.95% 10/1/29 100,000 96,500 
5.5% 12/15/27 100,000 107,753 
Simon Property Group LP:   
2.45% 9/13/29 360,000 365,615 
3.25% 11/30/26 1,070,000 1,169,891 
3.375% 10/1/24 2,120,000 2,296,577 
3.5% 9/1/25 55,000 59,941 
3.75% 2/1/24 275,000 297,130 
SITE Centers Corp.:   
3.625% 2/1/25 2,396,000 2,498,016 
4.25% 2/1/26 5,582,000 5,983,715 
Spirit Realty LP 2.7% 2/15/32 2,060,000 2,043,603 
Store Capital Corp.:   
2.75% 11/18/30 1,957,000 1,952,409 
4.625% 3/15/29 2,475,000 2,815,566 
Ventas Realty LP:   
3% 1/15/30 10,008,000 10,477,253 
3.125% 6/15/23 1,414,000 1,486,311 
3.25% 10/15/26 1,900,000 2,055,854 
3.85% 4/1/27 1,050,000 1,172,286 
4% 3/1/28 2,712,000 3,056,164 
4.125% 1/15/26 1,628,000 1,842,164 
4.75% 11/15/30 13,000,000 15,387,378 
VEREIT Operating Partnership LP:   
2.2% 6/15/28 791,000 790,920 
2.85% 12/15/32 1,553,000 1,549,397 
3.1% 12/15/29 2,335,000 2,446,171 
3.4% 1/15/28 1,880,000 2,030,770 
VICI Properties, Inc.:   
3.5% 2/15/25 (b) 125,000 126,719 
4.25% 12/1/26 (b) 670,000 691,038 
4.625% 12/1/29 (b) 250,000 262,425 
Weingarten Realty Investors 3.375% 10/15/22 472,000 487,009 
Welltower, Inc.:   
2.7% 2/15/27 340,000 364,383 
2.75% 1/15/31 3,560,000 3,662,200 
Weyerhaeuser Co. 4% 4/15/30 1,500,000 1,707,083 
WP Carey, Inc.:   
2.25% 4/1/33 2,760,000 2,687,316 
3.85% 7/15/29 1,725,000 1,918,276 
4% 2/1/25 5,544,000 6,086,702 
4.6% 4/1/24 7,436,000 8,233,389 
  228,190,448 
Real Estate Management & Development - 0.2%   
Brandywine Operating Partnership LP:   
3.95% 2/15/23 4,006,000 4,202,080 
3.95% 11/15/27 5,608,000 5,905,284 
4.1% 10/1/24 4,892,000 5,259,154 
4.55% 10/1/29 1,707,000 1,870,843 
CBRE Group, Inc. 4.875% 3/1/26 12,670,000 14,750,568 
Essex Portfolio LP:   
1.7% 3/1/28 5,465,000 5,383,069 
3.875% 5/1/24 2,685,000 2,919,315 
Howard Hughes Corp. 4.125% 2/1/29 (b) 300,000 297,795 
Mack-Cali Realty LP:   
3.15% 5/15/23 3,436,000 3,472,569 
4.5% 4/18/22 644,000 657,088 
Mattamy Group Corp. 4.625% 3/1/30 (b) 500,000 519,375 
Mid-America Apartments LP 4% 11/15/25 1,296,000 1,447,407 
Post Apartment Homes LP 3.375% 12/1/22 1,800,000 1,872,109 
SL Green Realty Corp. 3.25% 10/15/22 7,000,000 7,263,511 
Tanger Properties LP:   
3.125% 9/1/26 3,497,000 3,618,595 
3.75% 12/1/24 3,352,000 3,589,238 
3.875% 12/1/23 1,492,000 1,566,437 
3.875% 7/15/27 13,369,000 14,155,371 
Taylor Morrison Communities, Inc./Monarch Communities, Inc.:   
5.75% 1/15/28 (b) 280,000 312,200 
5.875% 6/15/27 (b) 1,500,000 1,672,500 
  80,734,508 
TOTAL REAL ESTATE  308,924,956 
UTILITIES - 0.5%   
Electric Utilities - 0.3%   
AEP Texas, Inc.:   
2.1% 7/1/30 550,000 553,500 
3.8% 10/1/47 725,000 798,105 
AEP Transmission Co. LLC:   
3.75% 12/1/47 650,000 733,018 
4% 12/1/46 375,000 432,369 
Alabama Power Co.:   
3.75% 3/1/45 650,000 725,523 
3.85% 12/1/42 700,000 793,298 
4.1% 1/15/42 225,000 254,853 
Alliant Energy Finance LLC 1.4% 3/15/26 (b) 2,300,000 2,283,555 
Arizona Public Service Co. 2.6% 8/15/29 340,000 361,495 
CenterPoint Energy Houston Electric LLC 3.95% 3/1/48 1,135,000 1,328,529 
Clearway Energy Operating LLC:   
4.75% 3/15/28 (b) 60,000 64,125 
5% 9/15/26 520,000 535,600 
Cleco Corporate Holdings LLC 3.375% 9/15/29 4,448,000 4,608,611 
Commonwealth Edison Co.:   
3.7% 8/15/28 250,000 286,820 
3.7% 3/1/45 315,000 350,033 
4.35% 11/15/45 205,000 249,237 
Dominion Energy South Carolina:   
5.1% 6/1/65 520,000 737,307 
5.45% 2/1/41 35,000 47,051 
DPL, Inc. 4.35% 4/15/29 2,480,000 2,758,182 
DTE Electric Co.:   
2.25% 3/1/30 150,000 154,588 
3.75% 8/15/47 900,000 1,021,115 
Duke Energy Carolinas LLC:   
2.95% 12/1/26 370,000 403,973 
4% 9/30/42 1,400,000 1,622,583 
4.25% 12/15/41 1,450,000 1,721,879 
6.1% 6/1/37 775,000 1,075,026 
Duke Energy Florida LLC 6.35% 9/15/37 675,000 967,877 
Duquesne Light Holdings, Inc. 5.9% 12/1/21 (b) 8,875,000 9,191,911 
Entergy Louisiana LLC 2.4% 10/1/26 1,070,000 1,136,253 
Entergy, Inc. 1.75% 3/15/31 1,475,000 1,436,851 
Eskom Holdings SOC Ltd. 6.75% 8/6/23 (b) 500,000 522,250 
Evergy Kansas Central 4.125% 3/1/42 655,000 751,768 
Eversource Energy 1.65% 8/15/30 520,000 501,714 
Exelon Corp.:   
4.05% 4/15/30 2,274,000 2,604,053 
4.7% 4/15/50 1,013,000 1,261,977 
5.625% 6/15/35 150,000 197,451 
FirstEnergy Corp.:   
3.4% 3/1/50 3,431,000 3,122,210 
4.25% 3/15/23 12,580,000 13,318,823 
7.375% 11/15/31 9,948,000 13,682,280 
Florida Power & Light Co. 5.25% 2/1/41 150,000 204,009 
Fortis, Inc. 3.055% 10/4/26 301,000 325,868 
Hydro-Quebec 8.05% 7/7/24 1,455,000 1,808,943 
InterGen NV 7% 6/30/23 (b) 230,000 223,100 
IPALCO Enterprises, Inc. 3.7% 9/1/24 2,644,000 2,871,254 
Jersey Central Power & Light Co. 4.3% 1/15/26 (b) 2,000,000 2,211,502 
Louisville Gas & Electric Co. 5.125% 11/15/40 345,000 431,732 
Mong Duong Finance Holdings BV 5.125% 5/7/29 (Reg. S) 250,000 254,688 
NextEra Energy Capital Holdings, Inc.:   
3 month U.S. LIBOR + 0.270% 0.4524% 2/22/23 (e)(f) 5,000,000 5,001,750 
2.25% 6/1/30 840,000 848,004 
2.75% 11/1/29 1,450,000 1,520,158 
NextEra Energy Partners LP 4.25% 9/15/24 (b) 27,000 28,620 
Northern States Power Co.:   
3.6% 9/15/47 20,000 22,409 
6.25% 6/1/36 370,000 536,704 
NRG Energy, Inc.:   
2% 12/2/25 (b) 3,120,000 3,146,136 
3.375% 2/15/29 (b) 45,000 44,545 
3.625% 2/15/31 (b) 645,000 635,325 
5.75% 1/15/28 245,000 260,313 
6.625% 1/15/27 400,000 415,952 
Ohio Power Co. 4% 6/1/49 680,000 787,509 
Pacific Gas & Electric Co.:   
1.75% 6/16/22 1,025,000 1,027,746 
3.95% 12/1/47 1,100,000 1,065,852 
4.5% 7/1/40 445,000 475,682 
4.95% 7/1/50 785,000 850,527 
PacifiCorp:   
5.25% 6/15/35 1,375,000 1,826,979 
5.75% 4/1/37 900,000 1,219,393 
Pattern Energy Operations LP 4.5% 8/15/28 (b) 90,000 93,646 
PECO Energy Co.:   
2.8% 6/15/50 360,000 348,877 
3.9% 3/1/48 635,000 735,764 
PG&E Corp.:   
5% 7/1/28 1,155,000 1,214,194 
5.25% 7/1/30 735,000 786,230 
PPL Capital Funding, Inc.:   
4.125% 4/15/30 400,000 462,452 
4.7% 6/1/43 1,315,000 1,551,045 
PPL Electric Utilities Corp.:   
4.125% 6/15/44 450,000 528,840 
4.15% 10/1/45 555,000 645,671 
6.25% 5/15/39 250,000 357,445 
Public Service Electric & Gas Co.:   
3.6% 12/1/47 260,000 289,467 
3.65% 9/1/28 685,000 774,511 
3.65% 9/1/42 125,000 140,268 
3.95% 5/1/42 405,000 470,732 
Puget Sound Energy, Inc. 5.764% 7/15/40 285,000 387,872 
Southern California Edison Co.:   
3.5% 10/1/23 675,000 722,497 
3.6% 2/1/45 2,110,000 2,140,721 
3.9% 12/1/41 120,000 123,967 
5.55% 1/15/37 430,000 531,038 
Tampa Electric Co. 4.45% 6/15/49 600,000 738,588 
Virginia Electric & Power Co.:   
6% 1/15/36 470,000 656,072 
6% 5/15/37 950,000 1,323,408 
Vistra Operations Co. LLC:   
3.7% 1/30/27 (b) 2,900,000 3,142,396 
5% 7/31/27 (b) 195,000 204,019 
5.5% 9/1/26 (b) 770,000 798,875 
5.625% 2/15/27 (b) 625,000 653,125 
Wisconsin Power & Light Co. 4.1% 10/15/44 240,000 274,663 
Xcel Energy, Inc. 4% 6/15/28 2,450,000 2,786,294 
  123,523,170 
Gas Utilities - 0.0%   
AmeriGas Partners LP/AmeriGas Finance Corp.:   
5.75% 5/20/27 679,000 764,961 
5.875% 8/20/26 5,200,000 5,863,000 
Atmos Energy Corp. 3.375% 9/15/49 520,000 540,673 
Nakilat, Inc. 6.067% 12/31/33 (b) 666,000 839,993 
Southern Co. Gas Capital Corp. 4.4% 6/1/43 440,000 501,006 
Southern Natural Gas Co./Southern Natural Issuing Corp. 4.4% 6/15/21 527,000 528,483 
  9,038,116 
Independent Power and Renewable Electricity Producers - 0.1%   
Calpine Corp.:   
5% 2/1/31 (b) 1,025,000 1,014,463 
5.125% 3/15/28 (b) 1,375,000 1,381,875 
PSEG Power LLC 3.85% 6/1/23 3,300,000 3,537,496 
TerraForm Power Operating LLC 5% 1/31/28 (b) 645,000 712,725 
The AES Corp.:   
3.3% 7/15/25 (b) 10,697,000 11,468,937 
3.95% 7/15/30 (b) 9,327,000 10,189,654 
  28,305,150 
Multi-Utilities - 0.1%   
Ameren Illinois Co.:   
4.15% 3/15/46 835,000 992,824 
4.5% 3/15/49 295,000 371,739 
Berkshire Hathaway Energy Co.:   
3.7% 7/15/30 (b) 1,280,000 1,453,821 
4.05% 4/15/25 (b) 16,081,000 17,922,921 
6.125% 4/1/36 3,050,000 4,266,689 
CenterPoint Energy, Inc. 2.95% 3/1/30 25,000 26,225 
Consolidated Edison Co. of New York, Inc.:   
3.7% 11/15/59 1,650,000 1,780,827 
3.95% 4/1/50 1,808,000 2,049,643 
4.3% 12/1/56 300,000 348,292 
Dominion Energy, Inc. 7% 6/15/38 150,000 222,034 
DTE Energy Co. 3.8% 3/15/27 1,010,000 1,141,704 
Empresas Publicas de Medellin 4.375% 2/15/31 (Reg. S) 400,000 408,000 
NiSource, Inc.:   
2.95% 9/1/29 11,346,000 12,012,269 
4.8% 2/15/44 190,000 231,989 
5.95% 6/15/41 640,000 858,312 
NorthWestern Energy Corp. 4.176% 11/15/44 260,000 297,612 
Puget Energy, Inc.:   
3.65% 5/15/25 324,000 353,286 
4.1% 6/15/30 5,059,000 5,649,360 
5.625% 7/15/22 4,555,000 4,799,619 
6% 9/1/21 4,353,000 4,471,901 
San Diego Gas & Electric Co.:   
3.32% 4/15/50 910,000 950,496 
3.6% 9/1/23 100,000 107,116 
3.75% 6/1/47 710,000 796,177 
Sempra Energy 4% 2/1/48 390,000 431,056 
WEC Energy Group, Inc. 3 month U.S. LIBOR + 2.110% 2.3063% 5/15/67 (e)(f) 1,012,000 932,980 
  62,876,892 
TOTAL UTILITIES  223,743,328 
TOTAL NONCONVERTIBLE BONDS   
(Cost $4,200,533,357)  4,479,000,389 
U.S. Government and Government Agency Obligations - 8.4%   
U.S. Government Agency Obligations - 0.0%   
Fannie Mae:   
0.5% 6/17/25 $1,685,000 $1,678,488 
0.625% 4/22/25 1,625,000 1,628,634 
0.75% 10/8/27 980,000 956,058 
0.875% 8/5/30 705,000 665,301 
1.625% 10/15/24 1,295,000 1,351,713 
1.625% 1/7/25 705,000 736,369 
1.875% 9/24/26 355,000 374,057 
2% 10/5/22 430,000 442,890 
2.5% 2/5/24 665,000 707,655 
2.875% 9/12/23 505,000 538,177 
6.25% 5/15/29 255,000 351,919 
6.625% 11/15/30 670,000 979,211 
Federal Home Loan Bank:   
3% 10/12/21 1,165,000 1,185,760 
3.25% 11/16/28 1,815,000 2,082,606 
Freddie Mac:   
0.375% 4/20/23 885,000 889,601 
0.375% 5/5/23 3,065,000 3,079,717 
6.25% 7/15/32 40,000 59,600 
Tennessee Valley Authority:   
0.75% 5/15/25 845,000 845,936 
2.875% 2/1/27 1,320,000 1,465,484 
5.25% 9/15/39 150,000 214,280 
7.125% 5/1/30 460,000 684,662 
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS  20,918,118 
U.S. Treasury Obligations - 8.4%   
U.S. Treasury Bills, yield at date of purchase 0.03% to 0.06% 4/1/21 to 8/12/21 577,000,000 576,908,286 
U.S. Treasury Bonds:   
1.25% 5/15/50 237,700,000 191,961,319 
1.375% 11/15/40 43,895,000 39,258,591 
1.375% 8/15/50 256,365,000 214,024,718 
1.625% 11/15/50 29,450,000 26,187,492 
1.875% 2/15/41 2,500,000 2,446,484 
1.875% 2/15/51 68,330,000 64,699,969 
3% 11/15/44 1,780,000 2,086,355 
3% 2/15/47 16,720,000 19,756,378 
3.625% 8/15/43 47,280,000 60,869,306 
3.625% 2/15/44 2,660,000 3,429,322 
3.75% 11/15/43 19,495,000 25,565,865 
6.25% 8/15/23 11,080,000 12,731,613 
stripped coupon:   
0% 2/15/29 1,020,000 915,090 
0% 2/15/36 1,100,000 822,279 
0% 11/15/36 1,975,000 1,445,275 
0% 5/15/39 5,425,000 3,695,993 
0% 8/15/39 8,745,000 5,920,405 
0% 8/15/40 22,665,000 14,965,507 
0% 2/15/41 590,000 384,526 
0% 11/15/41 850,000 540,316 
0% 5/15/42 2,635,000 1,661,316 
0% 8/15/42 490,000 306,290 
0% 11/15/42 1,280,000 792,338 
stripped principal 0% 8/15/47 6,300,000 3,529,685 
U.S. Treasury Notes:   
0.125% 6/30/22 309,500,000 309,608,808 
0.125% 9/30/22 340,000 340,027 
0.125% 11/30/22 1,110,000 1,110,000 
0.125% 12/31/22 214,595,000 214,586,618 
0.125% 1/31/23 495,340,000 495,281,951 
0.125% 9/15/23 34,020,000 33,948,239 
0.125% 2/15/24 14,795,000 14,730,272 
0.25% 9/30/25 41,555,000 40,814,802 
0.375% 4/30/25 33,015,000 32,778,994 
0.375% 12/31/25 169,575,000 166,991,630 
0.375% 1/31/26 205,400,000 202,062,250 
0.5% 3/15/23 35,430,000 35,683,269 
0.5% 2/28/26 447,000 442,320 
0.75% 1/31/28 9,035,000 8,821,830 
0.875% 11/15/30 168,992,000 161,123,310 
1.125% 8/31/21 9,000,000 9,047,461 
1.125% 2/15/31 106,999,000 104,374,181 
1.375% 2/15/23 7,940,000 8,132,297 
1.625% 11/15/22 42,535,000 43,619,975 
1.625% 4/30/23 21,075,000 21,739,357 
1.75% 9/30/22 15,955,000 16,363,847 
1.875% 4/30/22 33,665,000 34,360,656 
1.875% 9/30/22 1,213,000 1,246,594 
2% 10/31/22 39,230,000 40,452,873 
2% 2/15/25 10,415,000 11,027,695 
2% 8/15/25 6,760,000 7,176,163 
2.125% 6/30/22 20,330,000 20,872,398 
2.125% 7/31/24 41,955,000 44,455,912 
2.125% 5/15/25 33,680,000 35,899,459 
2.625% 2/15/29 23,255,000 25,742,195 
2.875% 5/15/28 43,880,000 49,188,451 
3.125% 11/15/28 5,540,000 6,328,152 
TOTAL U.S. TREASURY OBLIGATIONS  3,473,256,704 
Other Government Related - 0.0%   
Private Export Funding Corp. Secured 3.55% 1/15/24 755,000 820,061 
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS   
(Cost $3,555,335,680)  3,494,994,883 
U.S. Government Agency - Mortgage Securities - 8.9%   
Fannie Mae - 2.2%   
12 month U.S. LIBOR + 1.550% 2.553% 6/1/36 (e)(f) 3,951 4,156 
12 month U.S. LIBOR + 1.820% 3.111% 2/1/35 (e)(f) 77,527 81,533 
12 month U.S. LIBOR + 1.950% 2.806% 7/1/37 (e)(f) 8,265 8,767 
2% 8/1/31 to 2/1/51 31,228,744 31,847,479 
2.5% 6/1/28 to 10/1/50 (g) 92,847,076 96,887,977 
3% 2/1/27 to 9/1/50 (h)(i)(j) 333,189,586 354,647,422 
3.5% 9/1/26 to 5/1/50 (g)(h)(i)(j) 148,282,568 160,517,450 
4% 11/1/31 to 11/1/49 127,963,007 140,458,936 
4.5% 6/1/24 to 9/1/49 (j) 55,672,643 61,874,533 
5% 6/1/24 to 2/1/49 37,418,134 42,437,068 
5.255% 8/1/41 (e) 316,287 358,474 
5.5% 11/1/36 to 1/1/40 2,000,387 2,334,634 
6% to 6% 2/1/34 to 1/1/42 (g)(h)(i) 12,206,936 14,432,017 
6.5% 2/1/36 1,357 1,619 
6.582% 2/1/39 (e) 239,027 265,258 
TOTAL FANNIE MAE  906,157,323 
Freddie Mac - 1.5%   
6 month U.S. LIBOR + 2.680% 2.933% 10/1/35 (e)(f) 4,030 4,247 
2% 1/1/32 to 2/1/51 26,839,218 27,166,164 
2.5% 3/1/28 to 11/1/50 57,537,931 60,081,279 
3% 10/1/28 to 8/1/50 183,545,508 195,780,224 
3.5% 8/1/26 to 5/1/49 (j) 170,271,927 184,547,747 
3.5% 8/1/47 8,186,060 8,829,702 
4% 6/1/33 to 6/1/48 84,461,184 92,670,919 
4.5% 7/1/25 to 12/1/48 31,475,060 34,900,736 
5% 10/1/33 to 12/1/47 5,711,185 6,531,653 
6% 7/1/37 to 9/1/38 151,391 180,301 
6.5% 9/1/39 439,186 527,804 
TOTAL FREDDIE MAC  611,220,776 
Ginnie Mae - 2.4%   
3.5% 9/20/40 to 8/20/50 112,202,864 120,566,190 
4.5% 5/15/39 to 3/20/49 50,140,425 55,417,877 
5.5% 6/15/36 to 3/20/41 181,605 209,914 
2% 12/20/50 to 2/20/51 6,885,445 7,000,056 
2% 3/1/51 (c) 6,200,000 6,296,293 
2% 3/1/51 (c) 6,500,000 6,600,952 
2% 3/1/51 (c) 3,700,000 3,757,465 
2% 3/1/51 (c) 3,100,000 3,148,146 
2% 3/1/51 (c) 3,650,000 3,706,689 
2% 3/1/51 (c) 3,950,000 4,011,348 
2% 3/1/51 (c) 8,600,000 8,733,567 
2% 3/1/51 (c) 3,200,000 3,249,700 
2% 3/1/51 (c) 4,550,000 4,620,667 
2% 3/1/51 (c) 6,050,000 6,143,963 
2% 3/1/51 (c) 9,050,000 9,190,556 
2% 3/1/51 (c) 1,450,000 1,472,520 
2% 3/1/51 (c) 2,100,000 2,132,615 
2% 3/1/51 (c) 3,550,000 3,605,135 
2% 3/1/51 (c) 5,350,000 5,433,091 
2% 3/1/51 (c) 7,500,000 7,616,483 
2% 3/1/51 (c) 4,200,000 4,265,231 
2% 3/1/51 (c) 4,800,000 4,874,549 
2% 4/1/51 (c) 14,900,000 15,100,566 
2% 4/1/51 (c) 7,450,000 7,550,283 
2% 4/1/51 (c) 10,600,000 10,742,684 
2% 4/1/51 (c) 5,300,000 5,371,342 
2% 4/1/51 (c) 28,850,000 29,238,344 
2% 4/1/51 (c) 34,500,000 34,964,398 
2% 4/1/51 (c) 41,675,000 42,235,979 
2.5% 8/20/46 to 12/20/50 28,427,220 29,575,865 
2.5% 3/1/51 (c) 2,200,000 2,284,597 
2.5% 3/1/51 (c) 9,700,000 10,072,998 
2.5% 3/1/51 (c) 4,900,000 5,088,422 
2.5% 3/1/51 (c) 3,200,000 3,323,051 
2.5% 3/1/51 (c) 1,550,000 1,609,603 
2.5% 3/1/51 (c) 5,500,000 5,711,494 
2.5% 3/1/51 (c) 1,650,000 1,713,448 
2.5% 3/1/51 (c) 17,850,000 18,536,393 
2.5% 3/1/51 (c) 11,200,000 11,630,678 
2.5% 3/1/51 (c) 3,900,000 4,049,968 
2.5% 4/1/51 (c) 5,500,000 5,699,248 
2.5% 4/1/51 (c) 9,300,000 9,636,910 
2.5% 4/1/51 (c) 9,700,000 10,051,401 
2.5% 4/1/51 (c) 3,000,000 3,108,681 
2.5% 4/1/51 (c) 21,025,000 21,786,671 
2.5% 4/1/51(c) 18,900,000 19,584,688 
2.5% 4/1/51 (c) 20,300,000 21,035,406 
2.5% 4/1/51 (c) 19,000,000 19,688,311 
2.5% 4/1/51 (c) 16,775,000 17,382,706 
3% 8/20/42 to 11/20/50 131,217,619 137,595,734 
3% 3/1/51 (c) 3,100,000 3,229,509 
3% 3/1/51 (c) 2,700,000 2,812,798 
3% 3/1/51 (c) 9,700,000 10,105,238 
3% 3/1/51 (c) 7,750,000 8,073,773 
3% 3/1/51 (c) 2,300,000 2,396,087 
3% 3/1/51 (c) 7,000,000 7,292,440 
3% 3/1/51 (c) 4,450,000 4,635,908 
3% 3/1/51 (c) 5,600,000 5,833,952 
3% 3/1/51 (c) 1,750,000 1,823,110 
3% 3/1/51 (c) 4,900,000 5,104,708 
3% 3/1/51 (c) 6,900,000 7,188,262 
3% 3/1/51 (c) 6,100,000 6,354,840 
3% 3/1/51 (c) 4,900,000 5,104,708 
3% 3/1/51 (c) 5,100,000 5,313,063 
4% 5/20/40 to 5/20/49 119,584,666 130,704,094 
5% 6/20/34 to 6/20/48 20,638,479 23,037,201 
TOTAL GINNIE MAE  1,005,432,567 
Uniform Mortgage Backed Securities - 2.8%   
1.5% 3/1/36 (c) 4,500,000 4,557,640 
1.5% 3/1/36 (c) 7,700,000 7,798,628 
1.5% 3/1/36 (c) 3,700,000 3,747,393 
1.5% 3/1/36 (c) 1,475,000 1,493,893 
1.5% 3/1/36 (c) 1,250,000 1,266,011 
1.5% 3/1/36 (c) 4,600,000 4,658,920 
1.5% 3/1/36 (c) 3,650,000 3,696,752 
1.5% 3/1/36 (c) 3,950,000 4,000,595 
1.5% 3/1/36 (c) 1,250,000 1,266,011 
1.5% 3/1/36 (c) 1,350,000 1,367,292 
1.5% 4/1/36 (c) 16,600,000 16,784,094 
1.5% 4/1/36 (c) 3,275,000 3,311,320 
1.5% 4/1/36 (c) 17,475,000 17,668,798 
1.5% 4/1/36 (c) 14,275,000 14,433,310 
1.5% 4/1/36 (c) 3,975,000 4,019,083 
1.5% 3/1/51 (c) 8,000,000 7,865,811 
1.5% 3/1/51(c) 2,500,000 2,458,066 
1.5% 4/1/51 (c) 18,250,000 17,906,099 
2% 4/1/36 (c) 5,225,000 5,399,333 
2% 4/1/36 (c) 12,425,000 12,839,563 
2% 4/1/36 (c) 13,050,000 13,485,416 
2% 4/1/36 (c) 6,725,000 6,949,381 
2% 4/1/36 (c) 15,925,000 16,456,341 
2% 3/1/51 (c) 3,700,000 3,735,222 
2% 3/1/51 (c) 4,800,000 4,845,694 
2% 3/1/51 (c) 3,550,000 3,583,794 
2% 3/1/51 (c) 4,200,000 4,239,982 
2% 3/1/51 (c) 9,050,000 9,136,151 
2% 3/1/51 (c) 3,100,000 3,129,510 
2% 3/1/51 (c) 3,700,000 3,735,222 
2% 3/1/51 (c) 8,000,000 8,076,156 
2% 3/1/51 (c) 3,200,000 3,230,462 
2% 3/1/51 (c) 5,400,000 5,451,405 
2% 3/1/51 (c) 5,500,000 5,552,357 
2% 3/1/51 (c) 5,400,000 5,451,405 
2% 3/1/51 (c) 14,400,000 14,537,081 
2% 3/1/51 (c) 8,400,000 8,479,964 
2% 3/1/51 (c) 2,600,000 2,624,751 
2% 3/1/51 (c) 5,300,000 5,350,453 
2% 3/1/51 (c) 3,100,000 3,129,510 
2% 3/1/51 (c) 25,325,000 25,566,081 
2% 3/1/51 (c) 11,925,000 12,038,520 
2% 3/1/51 (c) 16,050,000 16,202,788 
2% 3/1/51 (c) 1,700,000 1,716,183 
2% 4/1/51 (c) 11,000,000 11,081,081 
2% 4/1/51 (c) 8,600,000 8,663,391 
2% 4/1/51 (c) 17,600,000 17,729,730 
2% 4/1/51 (c) 15,150,000 15,261,671 
2% 4/1/51 (c) 17,600,000 17,729,730 
2% 4/1/51 (c) 15,150,000 15,261,671 
2% 4/1/51 (c) 10,350,000 10,426,290 
2% 4/1/51 (c) 20,625,000 20,777,027 
2% 4/1/51 (c) 11,975,000 12,063,268 
2% 4/1/51 (c) 3,175,000 3,198,403 
2% 4/1/51 (c) 26,550,000 26,745,700 
2% 4/1/51 (c) 12,450,000 12,541,769 
2% 4/1/51 (c) 34,075,000 34,326,167 
2% 4/1/51 (c) 4,125,000 4,155,405 
2% 4/1/51 (c) 6,225,000 6,270,884 
2% 4/1/51 (c) 32,525,000 32,764,742 
2% 4/1/51 (c) 3,700,000 3,727,273 
2% 4/1/51 (c) 6,225,000 6,270,884 
2% 4/1/51 (c) 1,700,000 1,712,531 
2% 4/1/51 (c) 16,700,000 16,823,096 
2% 4/1/51 (c) 11,800,000 11,886,978 
2% 4/1/51 (c) 21,925,000 22,086,609 
2% 4/1/51 (c) 10,800,000 10,879,607 
2% 4/1/51 (c) 27,925,000 28,130,835 
2.5% 3/1/51 (c) 6,300,000 6,532,805 
2.5% 3/1/51 (c) 6,400,000 6,636,500 
2.5% 3/1/51 (c) 1,900,000 1,970,211 
2.5% 3/1/51 (c) 6,250,000 6,480,957 
2.5% 3/1/51 (c) 6,750,000 6,999,433 
2.5% 3/1/51 (c) 11,800,000 12,236,047 
2.5% 3/1/51 (c) 8,800,000 9,125,187 
2.5% 3/1/51 (c) 3,200,000 3,318,250 
2.5% 3/1/51 (c) 23,100,000 23,953,617 
2.5% 3/1/51 (c) 4,900,000 5,081,070 
2.5% 3/1/51 (c) 2,000,000 2,073,906 
2.5% 3/1/51 (c) 1,800,000 1,866,516 
2.5% 3/1/51 (c) 4,275,000 4,432,975 
2.5% 3/1/51 (c) 11,200,000 11,613,875 
2.5% 3/1/51 (c) 17,850,000 18,509,613 
2.5% 3/1/51 (c) 725,000 751,791 
2.5% 3/1/51 (c) 5,500,000 5,703,242 
2.5% 4/1/51 (c) 5,000,000 5,173,828 
2.5% 4/1/51 (c) 7,000,000 7,243,359 
2.5% 4/1/51 (c) 3,500,000 3,621,680 
2.5% 4/1/51 (c) 12,000,000 12,417,187 
2.5% 4/1/51 (c) 11,650,000 12,055,019 
2.5% 4/1/51 (c) 12,500,000 12,934,570 
2.5% 4/1/51 (c) 65,225,000 67,492,586 
3% 3/1/51 (c) 3,200,000 3,350,875 
3% 3/1/51 (c) 4,100,000 4,293,308 
3% 3/1/51 (c) 4,400,000 4,607,453 
3% 3/1/51 (c) 4,900,000 5,131,027 
3% 3/1/51 (c) 16,150,000 16,911,447 
3% 3/1/51 (c) 6,550,000 6,858,822 
3% 3/1/51 (c) 20,100,000 21,047,683 
3% 3/1/51 (c) 8,150,000 8,534,259 
3% 3/1/51 (c) 4,900,000 5,131,027 
3% 3/1/51 (c) 12,075,000 12,644,317 
3% 3/1/51 (c) 6,850,000 7,172,967 
3% 3/1/51 (c) 10,500,000 10,995,058 
3% 3/1/51 (c) 3,600,000 3,769,734 
3% 3/1/51 (c) 5,550,000 5,811,674 
3% 3/1/51 (c) 3,300,000 3,455,590 
3% 3/1/51 (c) 4,100,000 4,293,308 
3% 3/1/51 (c) 3,400,000 3,560,305 
3% 3/1/51 (c) 6,925,000 7,251,503 
3% 3/1/51 (c) 4,000,000 4,188,594 
3% 3/1/51 (c) 7,700,000 8,063,043 
3% 3/1/51 (c) 1,200,000 1,256,578 
3% 3/1/51 (c) 12,700,000 13,298,785 
3% 4/1/51 (c) 8,850,000 9,268,646 
3% 4/1/51 (c) 9,200,000 9,635,202 
3% 4/1/51 (c) 14,000,000 14,662,264 
3% 4/1/51 (c) 14,600,000 15,290,647 
3% 4/1/51 (c) 7,925,000 8,299,889 
3% 4/1/51 (c) 17,775,000 18,615,839 
3% 4/1/51 (c) 6,400,000 6,702,749 
3% 4/1/51 (c) 13,700,000 14,348,073 
3.5% 3/1/51 (c) 1,125,000 1,193,467 
3.5% 3/1/51 (c) 50,000 53,043 
3.5% 3/1/51 (c) 50,000 53,043 
3.5% 3/1/51 (c) 25,000 26,521 
TOTAL UNIFORM MORTGAGE BACKED SECURITIES  1,181,758,147 
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES   
(Cost $3,653,578,210)  3,704,568,813 
Asset-Backed Securities - 1.8%   
AASET Trust:   
Series 2018-1A Class A, 3.844% 1/16/38 (b) $3,062,458 $3,046,749 
Series 2019-1 Class A, 3.844% 5/15/39 (b) 5,091,419 5,138,820 
Series 2019-2:   
Class A, 3.376% 10/16/39 (b) 7,673,650 7,718,755 
Class B, 4.458% 10/16/39 (b) 1,399,951 1,318,857 
Accredited Mortgage Loan Trust Series 2006-1 Class M1, 1 month U.S. LIBOR + 0.330% 0.625% 4/25/36 (e)(f) 2,414,000 2,237,801 
Aegis Asset Backed Securities Trust Series 2005-5 Class M1, 1 month U.S. LIBOR + 0.640% 0.5476% 12/25/35 (f) 11,165,000 10,944,181 
Affirm, Inc. Series 2021-A Class A, 0.88% 8/15/25 (b) 2,207,000 2,208,866 
Aimco Series 2019-10A Class A, 3 month U.S. LIBOR + 1.320% 1.5424% 7/22/32 (b)(e)(f) 10,856,000 10,863,914 
AIMCO CLO Ltd. Series 2020-11A Class A1, 3 month U.S. LIBOR + 1.380% 1.6046% 10/15/31 (b)(e)(f) 5,211,000 5,221,083 
Allegany Park CLO, Ltd. / Allegany Series 2020-1A Class A, 3 month U.S. LIBOR + 1.330% 1.554% 1/20/33 (b)(e)(f) 3,880,000 3,892,203 
Ameriquest Mortgage Securities, Inc. Series 2004-R10 Class M3, 1 month U.S. LIBOR + 1.200% 1.3176% 11/25/34 (e)(f) 3,108,480 3,062,788 
AMSR Trust Series 2019-SFR1 Class A, 2.774% 1/19/39 (b) 700,000 729,560 
Apollo Aviation Securitization Equity Trust Series 2020-1A:   
Class A, 3.351% 1/16/40 (b) 3,654,462 3,654,799 
Class B, 4.335% 1/16/40 (b) 609,253 573,133 
Ares CLO Series 2019-54A Class A, 3 month U.S. LIBOR + 1.320% 1.5613% 10/15/32 (b)(e)(f) 7,102,000 7,116,694 
Ares LV CLO Ltd. Series 2020-55A Class A1, 3 month U.S. LIBOR + 1.700% 1.9413% 4/15/31 (b)(e)(f) 6,330,000 6,344,951 
Ares XLI CLO Ltd. / Ares XLI CLO LLC Series 2016-41A Class AR, 3 month U.S. LIBOR + 1.200% 1.4413% 1/15/29 (b)(e)(f) 9,133,000 9,130,717 
Ares XXXIV CLO Ltd. Series 2020-2A Class AR2, 3 month U.S. LIBOR + 1.250% 1.4734% 4/17/33 (b)(e)(f) 15,169,000 15,219,543 
Argent Securities, Inc. pass-thru certificates:   
Series 2005-W2 Class A2C, 1 month U.S. LIBOR + 0.720% 0.4776% 10/25/35 (e)(f) 45,840 45,840 
Series 2005-W5 Class A2D, 1 month U.S. LIBOR + 0.640% 0.7576% 1/25/36 (e)(f) 3,137,505 3,017,071 
Atlas Senior Loan Fund XVI, Ltd. / Atlas Senior Loan Fund XVI LLC Series 2021-16A Class A, 3 month U.S. LIBOR + 1.270% 0% 1/20/34 (b)(e)(f) 2,000,000 2,000,612 
Babson CLO Ltd./Cayman Islands Series 2020-1A Class A1, 3 month U.S. LIBOR + 1.400% 1.6413% 10/15/32 (b)(e)(f) 8,259,000 8,280,234 
Battalion CLO X Ltd. / Battalion CLO X LLC Series 2021-10A Class A1R2, 3 month U.S. LIBOR + 1.170% 0% 1/25/35 (b)(e)(f) 12,000,000 12,000,000 
Beechwood Park CLO Ltd. Series 2019-1A Class A1, 3 month U.S. LIBOR + 1.330% 1.5534% 1/17/33 (b)(e)(f) 3,340,000 3,354,606 
Bellemeade Re Ltd. Series 2019-4A Class M1A, 1 month U.S. LIBOR + 1.400% 1.5176% 10/25/29 (b)(e)(f) 3,882,508 3,888,408 
Blackbird Capital Aircraft Series 2016-1A:   
Class A, 4.213% 12/16/41 (b) 8,162,110 8,184,736 
Class AA, 2.487% 12/16/41 (b)(e) 1,352,719 1,356,951 
BlackRock Rainier CLO VI, Ltd. / BlackRock Rainier CLO VI LLC Series 2021-6A Class A, 3 month U.S. LIBOR + 1.700% 1.8876% 4/20/33 (b)(e)(f) 8,500,000 8,500,000 
BlueMountain CLO XXVIII, Ltd. / BlueMountain CLO XXVIII LLC Series 2021-28A Class A, 3 month U.S. LIBOR + 1.260% 0% 4/15/34 (b)(c)(e)(f) 3,000,000 3,007,500 
Bristol Park CLO, Ltd. Series 2020-1A Class AR, 3 month U.S. LIBOR + 0.990% 1.2313% 4/15/29 (b)(e)(f) 8,338,000 8,335,273 
CarMax Auto Owner Trust Series 2021-1 Class D, 1.28% 7/15/27 200,000 198,382 
Carrington Mortgage Loan Trust Series 2005-FRE1:   
Class M1, 1 month U.S. LIBOR + 0.700% 0.8226% 12/25/35 (e)(f) 4,708,634 4,663,359 
Class M2, 1 month U.S. LIBOR + 0.730% 0.8526% 12/25/35 (f) 10,000,000 9,358,565 
Cascade Funding Mortgage Trust:   
Series 2020-HB2 Class A, 3.4047% 4/25/30 (b) 6,290,262 6,358,719 
Series 2020-HB3 Class A, 2.8115% 5/25/30 (b)(e) 445,566 449,863 
Castlelake Aircraft Securitization Trust Series 2019-1A:   
Class A, 3.967% 4/15/39 (b) 7,182,919 7,196,950 
Class B, 5.095% 4/15/39 (b) 3,409,346 3,286,313 
Castlelake Aircraft Structured Trust Series 2018-1 Class A, 4.125% 6/15/43 (b) 6,542,385 6,590,673 
Cedar Funding Ltd.:   
Series 2019-10A Class A, 3 month U.S. LIBOR + 1.340% 1.564% 10/20/32 (b)(e)(f) 5,957,000 5,987,017 
Series 2019-11A Class A1A, 3 month U.S. LIBOR + 1.350% 1.5744% 5/29/32 (b)(e)(f) 4,370,000 4,380,204 
Cedar Funding XII CLO Ltd. / Cedar Funding XII CLO LLC Series 2020-12A Class A, 3 month U.S. LIBOR + 1.270% 1.5101% 10/25/32 (b)(e)(f) 3,330,000 3,341,758 
CEDF Series 2018-6A Class AR, 3 month U.S. LIBOR + 1.090% 1.314% 10/20/28 (b)(e)(f) 1,430,000 1,430,652 
Cent CLO Ltd. / Cent CLO Series 2020-29A Class A1N, 3 month U.S. LIBOR + 1.700% 1.924% 7/20/31 (b)(e)(f) 6,998,000 7,035,404 
Citi Mortgage Loan Trust Series 2007-1 Class 1A, 1 month U.S. LIBOR + 1.350% 1.4676% 10/25/37 (b)(e)(f) 1,990,645 2,001,286 
Citibank Credit Card Issuance Trust:   
Series 2018-A3 Class A3, 3.29% 5/23/25 700,000 746,128 
Series 2018-A7 Class A7, 3.96% 10/13/30 2,100,000 2,476,046 
CNH Equipment Trust Series 2019-C Class A2, 1.99% 3/15/23 1,507,388 1,514,393 
Consumer Lending Receivables Trust Series 2019-A Class A, 3.52% 4/15/26 (b) 194,464 194,951 
Consumer Loan Underlying Bond Credit Trust:   
Series 2018-P3 Class A, 3.82% 1/15/26 (b) 545,215 546,428 
Series 2019-HP1 Class A, 2.59% 12/15/26 (b) 4,348,608 4,400,739 
Series 2019-P1 Class A, 2.94% 7/15/26 (b) 797,208 800,982 
CoreVest American Finance Trust Series 2020-2 Class B, 4.244% 5/15/52 (b) 3,200,000 3,528,582 
CPS Auto Receivables Trust Series 2019-D Class A, 2.17% 12/15/22 (b) 185,273 185,570 
DB Master Finance LLC Series 2017-1A:   
Class A2I, 3.629% 11/20/47 (b) 4,196,220 4,290,257 
Class A2II, 4.03% 11/20/47 (b) 7,092,640 7,514,014 
Dryden 68 CLO Ltd. 3 month U.S. LIBOR + 1.310% 1.5513% 7/15/32 (b)(e)(f) 5,220,000 5,223,748 
Dryden CLO, Ltd.:   
Series 2019-75A Class AR, 3 month U.S. LIBOR + 1.200% 1.4413% 7/15/30 (b)(e)(f) 3,230,000 3,229,193 
Series 2019-76A Class A1, 3 month U.S. LIBOR + 1.330% 1.554% 10/20/32 (b)(e)(f) 7,395,000 7,425,179 
Dryden CLO, Ltd. / Dryden CLO, LLC Series 2020-85A Class A1, 3 month U.S. LIBOR + 1.350% 1.5633% 10/15/32 (b)(e)(f) 5,609,000 5,629,321 
Dryden Senior Loan Fund:   
Series 2019-72A Class A, 3 month U.S. LIBOR + 1.330% 1.5238% 5/15/32 (b)(e)(f) 7,149,000 7,152,925 
Series 2020-78A Class A, 3 month U.S. LIBOR + 1.180% 1.4034% 4/17/33 (b)(e)(f) 5,400,000 5,435,608 
Eaton Vance CLO, Ltd.:   
Series 2020-1A Class A, 3 month U.S. LIBOR + 1.650% 1.8913% 10/15/30 (b)(e)(f) 6,500,000 6,524,856 
Series 2020-2A Class A1, 3 month U.S. LIBOR + 1.370% 1.5603% 10/15/32 (b)(e)(f) 5,900,000 5,909,930 
Eaton Vance CLO, Ltd. / Eaton Vance CLO LLC Series 2021-1A Class A13R, 3 month U.S. LIBOR + 1.250% 1.4101% 1/15/34 (b)(e)(f) 7,240,000 7,240,000 
EFS Volunteer No. 2 LLC Series 2012-1 Class A2, 1 month U.S. LIBOR + 1.350% 1.48% 3/25/36 (b)(e)(f) 1,314,900 1,334,087 
Encore Credit Receivables Trust Series 2005-4 Class M4, 1 month U.S. LIBOR + 0.900% 1.0176% 1/25/36 (e)(f) 4,800,000 4,723,789 
Enterprise Fleet Financing, LLC Series 2021-1 Class A2, 0.44% 12/21/26 (b) 6,174,000 6,171,848 
Exeter Automobile Receivables Trust Series 2019-4A Class A, 2.18% 1/17/23 (b) 177,929 178,114 
Finance of America HECM Buyout Series 2021-HB1 Class A, 0.8754% 2/25/31 (b)(e) 4,361,000 4,361,000 
Flatiron CLO Ltd. Series 2019-1A Class A, 3 month U.S. LIBOR + 1.320% 1.5138% 11/16/32 (b)(e)(f) 7,901,000 7,925,035 
Flatiron CLO Ltd. / Flatiron CLO LLC Series 2020-1A Class A, 3 month U.S. LIBOR + 1.300% 1.5483% 11/20/33 (b)(e)(f) 5,700,000 5,749,305 
Henley CLO IV DAC Series 2021-4A Class A, 3 month EURIBOR + 0.900% 0% 4/25/34 (b)(c)(e)(f) EUR2,000,000 2,416,478 
Hertz Fleet Lease Funding LP Series 2017-1 Class A1, 1 month U.S. LIBOR + 0.650% 0.7705% 4/10/31 (b)(e)(f) 255,680 255,841 
Home Re, Ltd. Series 2021-1:   
Class M1A, 1 month U.S. LIBOR + 1.050% 1.1729% 7/25/33 (b)(e)(f) 305,000 305,139 
Class M1B, 1 month U.S. LIBOR + 1.550% 1.6729% 7/25/33 (b)(e)(f) 165,000 165,069 
Class M1C, 1 month U.S. LIBOR + 2.300% 2.4229% 7/25/33 (b)(e)(f) 745,000 745,493 
Horizon Aircraft Finance I Ltd. Series 2018-1 Class A, 4.458% 12/15/38 (b) 3,567,482 3,602,360 
Horizon Aircraft Finance Ltd. Series 2019-1 Class A, 3.721% 7/15/39 (b) 4,344,807 4,356,327 
HSI Asset Securitization Corp. Trust Series 2007-HE1 Class 1A1, 1 month U.S. LIBOR + 0.140% 0.2576% 1/25/37 (e)(f) 3,195,960 2,854,720 
Invesco Euro CLO I DAC Series 2021-1A Class A1R, 3 month EURIBOR + 0.650% 0% 7/15/31 (b)(e)(f) EUR10,000,000 12,062,484 
Invitation Homes Trust Series 2018-SFR4 Class A, 1 month U.S. LIBOR + 1.100% 1.206% 1/17/38 (b)(e)(f) 5,499,612 5,543,726 
JMP Credit Advisors CLO IV, Ltd. / JMP Credit Advisors CLO IV LLC Series 2019-1A Class AR, 3 month U.S. LIBOR + 1.280% 1.5034% 7/17/29 (b)(e)(f) 1,970,236 1,970,938 
Lanark Master Issuer PLC Series 2020-1A Class 1A, 2.277% 12/22/69 (b)(e) 6,383,000 6,546,507 
LCM XXIV Ltd. / LCM XXIV LLC Series 2021-24A Class AR, 3 month U.S. LIBOR + 0.980% 0% 3/20/30 (b)(e)(f) 7,500,000 7,500,000 
Madison Park Funding Ltd.:   
Series 2019-37A Class A1, 3 month U.S. LIBOR + 1.300% 1.5413% 7/15/32 (b)(e)(f) 9,143,000 9,149,226 
Series 2021-10A Class AR3, 3 month U.S. LIBOR + 1.010% 1.2097% 1/20/29 (b)(e)(f) 3,000,000 3,000,192 
Madison Park Funding XLV Ltd./Madison Park Funding XLV LLC Series 2020-45A Class A, 3 month U.S. LIBOR + 1.650% 1.8913% 7/15/31 (b)(e)(f) 7,030,000 7,045,691 
Madison Park Funding XVII, Ltd. Series 2021-17A Class AR2, 3 month U.S. LIBOR + 1.000% 0% 7/21/30 (b)(e)(f) 7,000,000 6,998,250 
Madison Park Funding XXXIII Ltd. Series 2019-33A Class A, 3 month U.S. LIBOR + 1.330% 1.5713% 10/15/32 (b)(e)(f) 3,846,000 3,867,226 
Magnetite VII Ltd. Series 2018-7A Class A1R2, 3 month U.S. LIBOR + 0.800% 1.0413% 1/15/28 (b)(e)(f) 6,968,000 6,971,338 
Magnetite XXI Ltd.:   
Series 2019-21A Class A, 3 month U.S. LIBOR + 1.280% 1.504% 4/20/30 (b)(e)(f) 7,784,000 7,785,308 
Series 2019-24A Class A, 3 month U.S. LIBOR + 1.330% 1.5713% 1/15/33 (b)(e)(f) 17,576,000 17,630,907 
Marlette Funding Trust:   
Series 2019-4A Class A, 2.39% 12/17/29 (b) 1,778,309 1,793,387 
Series 2020-1A Class A, 2.24% 3/15/30 (b) 935,857 940,582 
MASTR Asset Backed Securities Trust:   
Series 2005-NC2 Class A4, 1 month U.S. LIBOR + 0.700% 0.4676% 11/25/35 (e)(f) 11,478,849 8,721,869 
Series 2005-WF1 Class M7, 1 month U.S. LIBOR + 1.720% 1.2676% 6/25/35 (e)(f) 1,816,559 1,846,505 
MDPK Series 2021-48A Class A, 3 month U.S. LIBOR + 1.150% 0% 4/19/33 (b)(e)(f) 5,000,000 5,001,970 
Metlife Securitization Trust Series 2019-1A Class A1A, 3.75% 4/25/58 (b) 2,685,886 2,789,757 
MidOcean Credit CLO V Series 2018-5A Class AR, 3 month U.S. LIBOR + 1.120% 1.3434% 7/19/28 (b)(e)(f) 1,568,418 1,568,534 
Milos CLO, Ltd. Series 2020-1A Class AR, 3 month U.S. LIBOR + 1.070% 1.294% 10/20/30 (b)(e)(f) 8,353,000 8,356,166 
Morgan Stanley ABS Capital I Trust:   
Series 2006-HE4 Class A4, 1 month U.S. LIBOR + 0.480% 0.5976% 6/25/36 (f) 4,429,352 2,969,514 
Series 2007-NC3 Class A2D, 1 month U.S. LIBOR + 0.260% 0.3776% 5/25/37 (e)(f) 2,710,296 2,333,102 
Mortgage Repurchase Agreement Financing Trust Series 2020-5 Class A1, 1 month U.S. LIBOR + 1.000% 1.1205% 8/10/23 (b)(e)(f) 12,613,000 12,579,172 
Mountain View CLO XIV, Ltd. Series 2019-1A Class B, 3 month U.S. LIBOR + 2.000% 2.2413% 4/15/29 (b)(e)(f) 1,250,000 1,242,001 
Nationstar HECM Loan Trust:   
Series 2019-1A Class A, 2.6513% 6/25/29 (b) 1,488,823 1,491,390 
Series 2020-1A Class A1, 1.2686% 9/25/30 (b) 7,891,209 7,880,548 
Nationstar Home Equity Loan Trust Series 2006-B Class M2, 1 month U.S. LIBOR + 0.360% 0.4776% 9/25/36 (e)(f) 8,141,000 7,660,880 
Navient Private Education Refi Loan Trust Series 2021-A Class B, 2.24% 5/15/69 (b) 100,000 98,542 
Navient Student Loan Trust:   
Series 2015-1 Class A2, 1 month U.S. LIBOR + 0.600% 0.7176% 4/25/40 (e)(f) 472,044 467,223 
Series 2016-2A Class A3, 1 month U.S. LIBOR + 1.500% 1.6176% 6/25/65 (b)(e)(f) 1,475,000 1,526,468 
New Century Home Equity Loan Trust Series 2005-4 Class M2, 1 month U.S. LIBOR + 0.760% 0.8826% 9/25/35 (e)(f) 9,979 9,974 
Newcastle Mortgage Securities Trust Series 2007-1 Class 2A3, 1 month U.S. LIBOR + 0.230% 0.3476% 4/25/37 (f) 5,080,078 4,958,511 
Niagara Park CLO, Ltd. Series 2019-1A Class A, 3 month U.S. LIBOR + 1.300% 1.5234% 7/17/32 (b)(e)(f) 8,530,000 8,539,332 
Octagon Investment Partners 31, Ltd. / Octagon Investment Partners 31 LLC Series 2021-1A Class AR, 3 month U.S. LIBOR + 1.050% 1.274% 7/20/30 (b)(e)(f) 3,000,000 2,999,247 
Palmer Square CLO, Ltd. Series 2021-1A Class A1, 3 month U.S. LIBOR + 1.190% 0% 4/20/34 (b)(c)(e)(f) 6,000,000 6,000,000 
Park Avenue Institutional Advisers CLO, Ltd. Series 2021-1A Class A1R, 3 month U.S. LIBOR + 1.240% 1.4376% 2/14/34 (b)(e)(f) 2,000,000 2,001,568 
Planet Fitness Master Issuer LLC Series 2019-1A Class A2, 3.858% 12/5/49 (b) 6,152,850 5,866,127 
Progress Residential Trust Series 2019-SFR1 Class A, 3.422% 8/17/35 (b) 8,831,278 9,060,035 
Prosper Marketplace Issuance Trust:   
Series 2019-3A Class A, 3.19% 7/15/25 (b) 432,898 433,718 
Series 2019-4A Class A, 2.48% 2/17/26 (b) 657,341 659,517 
Recette CLO, Ltd. Series 2021-1A Class ARR, 3 month U.S. LIBOR + 1.080% 0% 4/20/34 (b)(e)(f) 4,700,000 4,700,000 
RMF Buyout Issuance Trust Series 2020-1 Class A, 2.1582% 2/25/30 (b) 157,749 158,303 
Santander Drive Auto Receivables Trust Series 2021-1 Class D, 1.13% 11/16/26 2,800,000 2,789,578 
Sapphire Aviation Finance Series 2020-1A:   
Class A, 3.228% 3/15/40 (b) 7,002,143 6,981,392 
Class B, 4.335% 3/15/40 (b) 665,815 599,860 
Saratoga Investment Corp. CLO, Ltd. / Saratoga Investment Corp. CLO, Inc. Series 2021-1A Class AR3, 3 month U.S. LIBOR + 1.320% 0% 4/20/33 (b)(e)(f) 12,000,000 12,000,000 
SBA Tower Trust:   
Series 2019, 2.836% 1/15/50 (b) 8,004,000 8,474,141 
1.884% 7/15/50 (b) 2,753,000 2,839,454 
2.328% 7/15/52 (b) 2,105,000 2,178,428 
Securitized Asset Backed Receivables LLC Trust Series 2006-CB5 Class A3, 1 month U.S. LIBOR + 0.280% 0.3976% 6/25/36 (e)(f) 2,878,886 2,246,047 
Sixth Street CLO XVII, Ltd. / Sixth Street CLO XVII LLC Series 2021-17A Class A, 3 month U.S. LIBOR + 1.240% 0% 1/20/34 (b)(c)(e)(f) 5,000,000 5,001,475 
SoFi Consumer Loan Program Trust Series 2019-4 Class A, 2.45% 8/25/28 (b) 3,298,957 3,331,210 
Soundview Home Loan Trust Series 2007-NS1 Class A4, 1 month U.S. LIBOR + 0.300% 0.4176% 1/25/37 (e)(f) 7,309,000 6,863,345 
Stratus CLO Ltd. Series 2020-1A Class A, 3 month U.S. LIBOR + 1.980% 2.204% 5/1/28 (b)(e)(f) 9,073,866 9,080,608 
Symphony CLO XXIII Ltd. Series 2020-23A Class A, 3 month U.S. LIBOR + 1.320% 1.4867% 1/15/34 (b)(e)(f) 3,410,000 3,416,005 
Taconic Park CLO, Ltd. Series 2020-1A Class A1R, 3 month U.S. LIBOR + 1.000% 1.224% 1/20/29 (b)(e)(f) 5,538,000 5,547,116 
Terwin Mortgage Trust Series 2003-4HE Class A1, 1 month U.S. LIBOR + 0.860% 0.5476% 9/25/34 (e)(f) 3,983 3,705 
TH MSR Issuer Trust Series 2019-FT1 Class A, 1 month U.S. LIBOR + 2.800% 2.9176% 6/25/24 (b)(e)(f) 1,250,000 1,245,994 
Thunderbolt Aircraft Lease Ltd. Series 2018-A Class A, 4.147% 9/15/38 (b)(e) 9,813,778 9,790,740 
Thunderbolt III Aircraft Lease Ltd. Series 2019-1 Class A, 3.671% 11/15/39 (b) 10,023,198 9,950,557 
Towd Point Mortgage Trust:   
Series 2018-3 Class A1, 3.75% 5/25/58 (b) 5,287,892 5,588,819 
Series 2018-6 Class A1A, 3.75% 3/25/58 (b) 4,170,376 4,334,220 
Series 2019-1 Class A1, 3.7412% 3/25/58 (b)(e) 2,188,231 2,329,023 
Series 2019-MH1 Class A1, 3% 11/25/58 (b) 1,482,379 1,519,058 
Series 2020-4 Class A1, 1.75% 10/25/60 (b) 6,907,388 7,043,545 
Tralee CLO VII Ltd. / Tralee CLO VII LLC Series 2021-7A Class A1, 3 month U.S. LIBOR + 1.320% 0% 4/25/34 (e)(f) 12,000,000 12,000,000 
Upgrade Receivables Trust Series 2019-2A Class A, 2.77% 10/15/25 (b) 309,116 309,506 
Upstart Securitization Trust Series 2021-1 Class A, 0.87% 3/20/31 (b) 910,000 910,941 
Verde CLO Ltd. Series 2019-1A Class A, 3 month U.S. LIBOR + 1.350% 1.5913% 4/15/32 (b)(e)(f) 8,662,000 8,661,922 
VOLT XCIV LLC Series 2021-NPL3 Class A1, 2.2395% 2/27/51 (b) 6,441,123 6,437,789 
Voya Series 2020-1A Class A, 3 month U.S. LIBOR + 1.700% 1.9234% 7/16/31 (b)(e)(f) 8,112,000 8,134,089 
Voya CLO Ltd.:   
Series 2017-1A Class A1, 3 month U.S. LIBOR + 1.250% 1.4734% 4/17/30 (b)(e)(f) 2,826,000 2,833,065 
Series 2019-2A Class A, 3 month U.S. LIBOR + 1.270% 1.494% 7/20/32 (b)(e)(f) 8,868,000 8,875,032 
Voya CLO Ltd./Voya CLO LLC:   
Series 2020-2A Class A1, 3 month U.S. LIBOR + 1.600% 1.8234% 7/19/31 (b)(e)(f) 6,400,000 6,413,152 
Series 2020-3A Class A1, 3 month U.S. LIBOR + 1.300% 1.4965% 10/20/31 (b)(e)(f) 7,500,000 7,541,498 
TOTAL ASSET-BACKED SECURITIES   
(Cost $730,629,263)  733,784,294 
Collateralized Mortgage Obligations - 0.6%   
Private Sponsor - 0.4%   
Alternative Loan Trust floater Series 2007-OH3 Class A1B, 1 month U.S. LIBOR + 0.220% 0.3376% 9/25/47 (f) 2,453,181 2,289,650 
BCAP LLC Trust sequential payer:   
Series 2010-RR2 Class 5A2, 5% 12/26/36 (b) 236,921 236,436 
Series 2010-RR4 Class 31A6, 6.4535% 1/26/37 (b)(e) 4,620,295 4,392,070 
Series 2012-RR5 Class 8A5, 0.5516% 7/26/36 (b)(e) 36,245 35,850 
Cascade Funding Mortgage Trust Series 2021-HB5 Class A, 0.8006% 2/25/31 (b) 5,615,000 5,608,694 
Central Park Funding Trust floater Series 2021-1 Class PT, 1 month U.S. LIBOR + 2.750% 0% 8/29/22 (b)(e)(f) 12,960,000 12,960,000 
CFMT LLC Series 2020-HB4 Class A, 0.9461% 12/26/30 (b) 4,160,254 4,159,621 
CIM Trust:   
floater sequential payer Series 2017-3 Class A1, 1 month U.S. LIBOR + 2.000% 2.1229% 1/25/57 (b)(e)(f) 12,196,202 12,294,829 
sequential payer:   
Series 2017-5 Class A3, 4% 5/25/57 (b) 11,080,000 11,006,013 
Series 2017-6 Class A1, 3.015% 6/25/57 (b) 11,581,354 11,599,287 
Series 2021-R1 Class A2, 2.4% 8/25/56 (b) 9,900,000 9,902,761 
Citigroup Mortgage Loan Trust Series 2005-9 Class 22A1, 6% 11/25/35 1,876,286 1,907,441 
Connecticut Avenue Securities Trust floater Series 2020-R01 Class 1M2, 1 month U.S. LIBOR + 2.050% 2.1676% 1/25/40 (b)(e)(f) 1,145,000 1,142,718 
CSMC floater Series 2015-1R Class 6A1, 1 month U.S. LIBOR + 0.280% 0.4739% 5/27/37 (b)(e)(f) 451,521 438,977 
CSMC Trust sequential payer:   
Series 2020-RPL2 Class A12, 3.4871% 2/25/60 (b)(e) 812,049 815,794 
Series 2020-RPL3 Class A1, 2.691% 3/25/60 (b)(e) 5,698,812 5,776,459 
Series 2020-RPL4 Class A1, 2% 1/25/60 (b) 3,096,246 3,143,799 
CWALT, Inc. Series 2005-13CB Class A8, 5.5% 5/25/35 2,897,565 2,859,854 
Freddie Mac STACR REMIC Trust floater Series 2021-HQA1:   
Class B1, UNITED STATES 30 DAY AVERAGE S + 3.000% 3.0503% 8/25/33 (b)(e)(f) 2,700,000 2,695,644 
Class M2, UNITED STATES 30 DAY AVERAGE S + 2.250% 2.3003% 8/25/33 (b)(e)(f) 3,900,000 3,896,291 
Ginnie Mae guaranteed REMIC pass-thru certificates floater Series 2019-23 Class NF, 1 month U.S. LIBOR + 0.450% 0.5611% 2/20/49 (e)(f) 2,291,281 2,314,476 
GMAC Mortgage Loan Trust Series 2005-AR6 Class 2A1, 3.3001% 11/19/35 (e) 2,108,085 2,101,164 
GSR Mortgage Loan Trust floater Series 2006-OA1 Class 1A1, 1 month U.S. LIBOR + 0.440% 0.3376% 8/25/46 (e)(f) 19,959,995 6,829,338 
Lanark Master Issuer PLC:   
floater Series 2019-1A Class 1A1, 3 month U.S. LIBOR + 0.770% 0.9524% 12/22/69 (b)(e)(f) 2,883,767 2,890,558 
Series 2019-2A Class 1A, 2.71% 12/22/69 (b)(e) 5,800,000 5,937,646 
Merrill Lynch Mortgage Investors Trust floater Series 2006-A2 Class 1A, 1 month U.S. LIBOR + 0.180% 0.2976% 2/25/36 (f) 7,543,570 5,292,710 
Mortgage Repurchase Agreement Financing Trust:   
floater Series 2020-3 Class A1, 1 month U.S. LIBOR + 1.250% 1.3705% 1/23/23 (b)(e)(f) 3,508,000 3,509,119 
Series 2020-4 Class A1, 1 month U.S. LIBOR + 1.350% 1.4705% 4/23/23 (b)(e)(f) 16,662,000 16,660,882 
Nationstar HECM Loan Trust sequential payer Series 2019-2A Class A, 2.2722% 11/25/29 (b) 2,240,923 2,245,348 
New Residential Mortgage Loan Trust:   
Series 2019-5A Class A1B, 3.5% 8/25/59 (b) 1,990,230 2,072,667 
Series 2020-1A Class A1B, 3.5% 10/25/59 (b) 3,330,538 3,505,708 
Preston Ridge Partners Mortgage Trust Series 2021-1 Class A1, 2.115% 1/25/26 (b) 5,000,000 4,884,365 
Provident Funding Mortgage Trust sequential payer Series 2019-1 Class A3, 3% 12/25/49 (b) 658,302 661,908 
RALI Trust:   
Series 2006-QS4 Class A4, 6% 4/25/36 2,135,065 2,038,758 
Series 2007-QS3 Class A5, 6.25% 2/25/37 3,371,119 3,279,597 
Series 2007-QS8 Class A5, 6% 6/25/37 1,296,352 1,243,240 
RMF Buyout Issuance Trust:   
sequential payer Series 2020-2 Class A, 1.7063% 6/25/30 (b) 9,679,353 9,703,427 
Series 2020-HB1 Class A1, 1.7188% 10/25/50 (b) 1,599,846 1,590,692 
Sequoia Mortgage Trust floater Series 2004-6 Class A3B, 6 month U.S. LIBOR + 0.880% 1.14% 7/20/34 (e)(f) 1,153 1,117 
Silverstone Master Issuer PLC floater Series 2019-1A Class 1A, 3 month U.S. LIBOR + 0.570% 0.7936% 1/21/70 (b)(e)(f) 3,072,765 3,079,344 
Thornburg Mortgage Securities Trust floater Series 2003-4 Class A1, 1 month U.S. LIBOR + 0.640% 0.4376% 9/25/43 (e)(f) 1,934,815 1,881,657 
WaMu Mortgage pass-thru certificates floater Series 2005-AR2 Class 2A1B, 1 month U.S. LIBOR + 0.740% 0.8576% 1/25/45 (f) 2,397,296 2,340,286 
TOTAL PRIVATE SPONSOR  181,226,195 
U.S. Government Agency - 0.2%   
Fannie Mae:   
planned amortization class Series 2012-149:   
Class DA, 1.75% 1/25/43 965,737 991,689 
Class GA, 1.75% 6/25/42 1,041,223 1,070,094 
Series 2005-79 Class ZC, 5.9% 9/25/35 248,398 281,668 
Series 2007-75 Class JI, 6.540% - 1 month U.S. LIBOR 6.4274% 8/25/37 (e)(k)(l) 897,138 194,167 
Series 2010-135 Class ZA, 4.5% 12/25/40 694,059 758,678 
Series 2010-150 Class ZC, 4.75% 1/25/41 832,870 927,477 
Series 2010-95 Class ZC, 5% 9/25/40 1,782,296 1,983,613 
Series 2011-4 Class PZ, 5% 2/25/41 307,504 365,617 
Series 2012-100 Class WI, 3% 9/25/27 (k) 479,496 36,470 
Series 2012-14 Class JS, 6.650% - 1 month U.S. LIBOR 6.5324% 12/25/30 (e)(k)(l) 131,362 11,649 
Series 2012-9 Class SH, 6.550% - 1 month U.S. LIBOR 6.4324% 6/25/41 (e)(k)(l) 142,532 15,224 
Series 2013-133 Class IB, 3% 4/25/32 (k) 295,888 13,448 
Series 2013-134 Class SA, 6.050% - 1 month U.S. LIBOR 5.9324% 1/25/44 (e)(k)(l) 179,377 31,426 
Series 2013-44 Class DJ, 1.85% 5/25/33 9,779,539 10,019,214 
Series 2013-51 Class GI, 3% 10/25/32 (k) 677,635 52,074 
Series 2015-42 Class IL, 6% 6/25/45 (k) 913,475 179,929 
Series 2015-70 Class JC, 3% 10/25/45 728,940 773,705 
Series 2017-30 Class AI, 5.5% 5/25/47 (k) 494,731 99,935 
Freddie Mac:   
planned amortization class:   
Series 2020-4960 Class PB, 1.5% 10/25/49 6,308,238 6,422,860 
Series 4135 Class AB, 1.75% 6/15/42 783,376 805,144 
sequential payer Series 3871 Class KB, 5.5% 6/15/41 617,828 722,965 
Series 2017-4683 Class LM, 3% 5/15/47 1,035,679 1,097,123 
Series 2933 Class ZM, 5.75% 2/15/35 487,026 571,293 
Series 2996 Class ZD, 5.5% 6/15/35 341,376 396,639 
Series 3237 Class C, 5.5% 11/15/36 465,472 532,662 
Series 3955 Class YI, 3% 11/15/21 (k) 17,669 131 
Series 3980 Class EP, 5% 1/15/42 2,750,585 3,138,786 
Series 4055 Class BI, 3.5% 5/15/31 (k) 268,102 13,423 
Series 4149 Class IO, 3% 1/15/33 (k) 345,950 37,693 
Series 4314 Class AI, 5% 3/15/34 (k) 89,894 5,988 
Series 4427 Class LI, 3.5% 2/15/34 (k) 545,731 41,033 
Series 4471 Class PA 4% 12/15/40 447,590 480,140 
Freddie Mac Multi-family Structured pass-thru certificates Series 4386 Class AZ, 4.5% 11/15/40 766,223 836,495 
Freddie Mac Seasoned Credit Risk Transfer Trust Series 2018-3 Class M55D, 4% 8/25/57 2,689,308 2,916,733 
Ginnie Mae guaranteed REMIC pass-thru certificates:   
floater:   
Series 2010-H27 Series FA, 1 month U.S. LIBOR + 0.380% 0.5239% 12/20/60 (e)(f)(m) 909,845 909,291 
Series 2011-H20 Class FA, 1 month U.S. LIBOR + 0.550% 0.6939% 9/20/61 (e)(f)(m) 4,080,184 4,093,789 
Series 2012-H18 Class NA, 1 month U.S. LIBOR + 0.520% 0.6639% 8/20/62 (e)(f)(m) 742,045 744,133 
Series 2012-H21 Class DF, 1 month U.S. LIBOR + 0.650% 0.7939% 5/20/61 (e)(f)(m) 7,731 7,773 
Series 2013-H19 Class FC, 1 month U.S. LIBOR + 0.600% 0.7439% 8/20/63 (e)(f)(m) 2,340,237 2,346,909 
Series 2019-128 Class FH, 1 month U.S. LIBOR + 0.500% 0.6111% 10/20/49 (e)(f) 484,323 488,857 
Series 2019-153 Class FB, 1 month U.S. LIBOR + 0.450% 0.5611% 12/20/49 (e)(f) 5,664,642 5,711,813 
Series 2019-98 Class FN, 1 month U.S. LIBOR + 0.500% 0.6111% 8/20/49 (e)(f) 629,775 635,922 
Series 2020-32 Class GF, 1 month U.S. LIBOR + 0.400% 0.5111% 3/20/50 (e)(f) 5,412,324 5,447,107 
planned amortization class:   
Series 2010-158 Class MS, 10.000% - 1 month U.S. LIBOR 9.7777% 12/20/40 (e)(l) 829,737 970,169 
Series 2016-69 Class WA, 3% 2/20/46 517,700 550,628 
Series 2017-134 Class BA, 2.5% 11/20/46 1,195,234 1,255,444 
sequential payer:   
Series 2010-160 Class DY, 4% 12/20/40 1,705,666 1,854,403 
Series 2010-170 Class B, 4% 12/20/40 381,370 414,690 
Series 2017-139 Class BA, 3% 9/20/47 5,484,299 5,747,109 
Series 2010-116 Class QB, 4% 9/16/40 2,827,996 3,065,837 
Series 2010-14 Class SN, 5.950% - 1 month U.S. LIBOR 5.8426% 2/16/40 (e)(k)(l) 462,880 80,023 
Series 2011-94 Class SA, 6.100% - 1 month U.S. LIBOR 5.9889% 7/20/41 (e)(k)(l) 127,965 24,508 
Series 2013-149 Class MA, 2.5% 5/20/40 1,897,540 1,963,731 
Series 2015-H13 Class HA, 2.5% 8/20/64 (m) 70,697 71,330 
Series 2015-H17 Class HA, 2.5% 5/20/65 (m) 7,120 7,117 
Series 2017-H06 Class FA, U.S. TREASURY 1 YEAR INDEX + 0.350% 0.46% 8/20/66 (e)(f)(m) 2,829,897 2,802,685 
TOTAL U.S. GOVERNMENT AGENCY  75,018,453 
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS   
(Cost $255,529,736)  256,244,648 
Commercial Mortgage Securities - 1.9%   
Ashford Hospitality Trust floater Series 2018-ASHF Class A, 1 month U.S. LIBOR + 0.900% 1.012% 4/15/35 (b)(e)(f) 3,546,916 3,542,797 
BAMLL Commercial Mortgage Securities Trust:   
floater sequential payer Series 2020-JGDN Class A, 1 month U.S. LIBOR + 2.750% 2.862% 11/15/30 (b)(e)(f) 5,954,000 5,967,172 
sequential payer Series 2019-BPR:   
Class AMP, 3.287% 11/5/32 (b) 6,500,000 6,665,381 
Class ANM, 3.112% 11/5/32 (b) 4,963,000 5,055,330 
Series 2019-BPR:   
Class BNM, 3.465% 11/5/32 (b) 1,113,000 1,073,949 
Class CNM, 3.7186% 11/5/32 (b)(e) 461,000 428,027 
BANK:   
sequential payer:   
Series 2019-BN21:   
Class A4, 2.6% 10/17/52 4,400,000 4,581,629 
Class A5, 2.851% 10/17/52 838,000 894,065 
Series 2021-BN31 Class A3, 1.771% 2/15/54 2,000,000 1,952,456 
Series 2021-BN31 Class XB, 0.8694% 2/15/54 (e)(k) 7,000,000 556,929 
Bayview Commercial Asset Trust floater:   
Series 2005-3A Class A2, 1 month U.S. LIBOR + 0.600% 0.5176% 11/25/35 (b)(e)(f) 20,821 19,837 
Series 2005-4A:   
Class A2, 1 month U.S. LIBOR + 0.390% 0.5076% 1/25/36 (b)(e)(f) 52,275 49,634 
Class M1, 1 month U.S. LIBOR + 0.450% 0.5676% 1/25/36 (b)(e)(f) 16,873 16,164 
Series 2006-4A Class A2, 1 month U.S. LIBOR + 0.270% 0.3876% 12/25/36 (b)(e)(f) 122,864 115,480 
Series 2007-1 Class A2, 1 month U.S. LIBOR + 0.270% 0.3876% 3/25/37 (b)(e)(f) 31,889 29,896 
Series 2007-2A:   
Class A1, 1 month U.S. LIBOR + 0.270% 0.3876% 7/25/37 (b)(e)(f) 91,855 86,974 
Class A2, 1 month U.S. LIBOR + 0.320% 0.4376% 7/25/37 (b)(e)(f) 86,001 68,429 
Class M1, 1 month U.S. LIBOR + 0.370% 0.4876% 7/25/37 (b)(e)(f) 29,273 26,486 
Series 2007-3:   
Class A2, 1 month U.S. LIBOR + 0.290% 0.4076% 7/25/37 (b)(e)(f) 31,747 29,146 
Class M1, 1 month U.S. LIBOR + 0.310% 0.4276% 7/25/37 (b)(e)(f) 16,824 15,014 
Class M2, 1 month U.S. LIBOR + 0.340% 0.4576% 7/25/37 (b)(e)(f) 17,995 15,952 
Class M3, 1 month U.S. LIBOR + 0.370% 0.4876% 7/25/37 (b)(e)(f) 28,821 25,878 
Class M4, 1 month U.S. LIBOR + 0.500% 0.6176% 7/25/37 (b)(e)(f) 45,499 40,600 
Class M5, 1 month U.S. LIBOR + 0.600% 0.7176% 7/25/37 (b)(e)(f) 19,067 16,213 
BB-UBS Trust sequential payer Series 2012-SHOW Class A, 3.4302% 11/5/36 (b) 2,800,000 2,935,561 
BBCMS Mortgage Trust sequential payer:   
Series 2019-C4 Class A4, 2.661% 8/15/52 4,000,000 4,189,390 
Series 2021-C9 Class A4, 2.021% 2/15/54 10,000,000 9,967,382 
Benchmark Commercial Mortgage Trust Series 2018-B3 Class A3, 3.746% 4/10/51 1,700,000 1,828,793 
Benchmark Mortgage Trust:   
sequential payer:   
Series 2018-B4 Class A5, 4.121% 7/15/51 949,000 1,087,298 
Series 2019-B10 Class A4, 3.717% 3/15/62 1,673,000 1,879,189 
Series 2019-B13 Class A4, 2.952% 8/15/57 7,629,000 8,156,361 
Series 2019-B14 Class A5, 3.0486% 12/15/62 1,305,000 1,406,044 
Series 2020-B19 Class A3, 1.787% 9/15/53 5,800,000 5,854,192 
Series 2021-B23 Class A4A1, 1.823% 2/15/54 2,000,000 1,956,760 
Series 2019-B12 Class XA, 1.0652% 8/15/52 (e)(k) 40,030,793 2,552,868 
Series 2019-B14 Class XA, 0.787% 12/15/62 (e)(k) 22,896,057 1,111,681 
BFLD Trust floater sequential payer Series 2020-OBRK Class A, 1 month U.S. LIBOR + 2.050% 2.162% 11/15/28 (b)(e)(f) 7,501,000 7,575,964 
BHMS floater Series 2018-ATLS Class A, 1 month U.S. LIBOR + 1.250% 1.3623% 7/15/35 (b)(e)(f) 10,931,821 10,924,698 
BX Commercial Mortgage Trust:   
floater Series 2020-BXLP:   
Class B, 1 month U.S. LIBOR + 1.000% 1.112% 12/15/36 (b)(e)(f) 4,441,996 4,441,995 
Class C, 1 month U.S. LIBOR + 1.120% 1.232% 12/15/36 (b)(e)(f) 3,681,537 3,681,537 
Class D, 1 month U.S. LIBOR + 1.250% 1.362% 12/15/36 (b)(e)(f) 5,088,685 5,088,684 
Class G, 1 month U.S. LIBOR + 2.500% 2.612% 12/15/36 (b)(e)(f) 6,486,851 6,485,546 
floater sequential payer:   
Series 2019-CALM Class A, 1 month U.S. LIBOR + 0.870% 0.988% 11/15/32 (b)(e)(f) 1,900,000 1,901,181 
Series 2020-BXLP Class A, 1 month U.S. LIBOR + 0.800% 0.912% 12/15/36 (b)(e)(f) 8,794,174 8,800,794 
Series 2020-FOX Class A, 1 month U.S. LIBOR + 1.000% 1.112% 11/15/32 (b)(e)(f) 5,153,000 5,169,106 
BX Trust:   
floater:   
Series 2018-EXCL:   
Class A, 1 month U.S. LIBOR + 1.088% 1.1996% 9/15/37 (b)(e)(f) 3,889,969 3,730,175 
Class B, 1 month U.S. LIBOR + 1.320% 1.437% 9/15/37 (b)(e)(f) 4,446,198 4,172,894 
Class D, 1 month U.S. LIBOR + 2.620% 2.737% 9/15/37 (b)(e)(f) 2,530,703 2,005,773 
Series 2018-IND:   
Class B, 1 month U.S. LIBOR + 0.900% 1.012% 11/15/35 (b)(e)(f) 910,000 910,285 
Class F, 1 month U.S. LIBOR + 1.800% 1.912% 11/15/35 (b)(e)(f) 2,713,900 2,714,753 
Series 2019-IMC:   
Class B, 1 month U.S. LIBOR + 1.300% 1.412% 4/15/34 (b)(e)(f) 4,464,000 4,441,698 
Class C, 1 month U.S. LIBOR + 1.600% 1.712% 4/15/34 (b)(e)(f) 2,952,000 2,915,133 
Class D, 1 month U.S. LIBOR + 1.900% 2.012% 4/15/34 (b)(e)(f) 3,099,000 3,052,556 
Series 2019-XL:   
Class B, 1 month U.S. LIBOR + 1.080% 1.192% 10/15/36 (b)(e)(f) 3,807,634 3,810,363 
Class C, 1 month U.S. LIBOR + 1.250% 1.362% 10/15/36 (b)(e)(f) 4,787,309 4,790,730 
Class D, 1 month U.S. LIBOR + 1.450% 1.562% 10/15/36 (b)(e)(f) 6,779,885 6,784,711 
Class E, 1 month U.S. LIBOR + 1.800% 1.912% 10/15/36 (b)(e)(f) 9,527,153 9,533,889 
Series 2020-BXLP Class E, 1 month U.S. LIBOR + 1.600% 1.712% 12/15/36 (b)(e)(f) 4,667,539 4,666,136 
floater sequential payer Series 2021-MFM1 Class A, 1 month U.S. LIBOR + 0.700% 0.8123% 1/15/34 (b)(e)(f) 3,562,000 3,579,104 
floater, sequential payer:   
Series 2019-IMC Class A, 1 month U.S. LIBOR + 1.000% 1.112% 4/15/34 (b)(e)(f) 6,200,000 6,192,256 
Series 2019-XL Class A, 1 month U.S. LIBOR + 0.920% 1.032% 10/15/36 (b)(e)(f) 13,480,029 13,502,919 
BXMT, Ltd. floater Series 2020-FL3 Class A, 1 month U.S. LIBOR + 1.400% 1.5083% 3/15/37 (b)(f) 20,100,000 20,137,402 
CD Commercial Mortgage Trust Series 2017-CD6 Class A3, 3.104% 11/13/50 2,500,000 2,616,970 
CF Hippolyta Issuer LLC sequential payer Series 2020-1:   
Class A1, 1.69% 7/15/60 (b) 17,591,111 17,695,043 
Class A2, 1.99% 7/15/60 (b) 7,055,190 6,978,004 
CFCRE Commercial Mortgage Trust sequential payer Series 2011-C2 Class A4, 3.8343% 12/15/47 7,254,056 7,299,085 
CFCRE Mortgage Trust sequential payer Series 2016-C6 Class A2, 2.95% 11/10/49 1,000,000 1,054,310 
CGDB Commercial Mortgage Trust floater Series 2019-MOB:   
Class A, 1 month U.S. LIBOR + 0.950% 1.0623% 11/15/36 (b)(e)(f) 3,687,000 3,686,999 
Class B, 1 month U.S. LIBOR + 1.250% 1.3623% 11/15/36 (b)(e)(f) 1,400,000 1,399,560 
CGMS Commercial Mortgage Trust Series 2017-MDRA Class A, 3.656% 7/10/30 (b) 4,982,000 5,090,415 
CHC Commercial Mortgage Trust floater Series 2019-CHC:   
Class A, 1 month U.S. LIBOR + 1.120% 1.232% 6/15/34 (b)(e)(f) 13,996,602 13,910,106 
Class B, 1 month U.S. LIBOR + 1.500% 1.612% 6/15/34 (b)(e)(f) 2,109,895 2,062,576 
Class C, 1 month U.S. LIBOR + 1.750% 1.862% 6/15/34 (b)(e)(f) 2,383,714 2,294,695 
CHT Mortgage Trust floater Series 2017-CSMO Class A, 1 month U.S. LIBOR + 0.930% 1.0423% 11/15/36 (b)(e)(f) 16,200,000 16,212,673 
Citigroup Commercial Mortgage Trust:   
floater Series 2020-WSS Class A, 1 month U.S. LIBOR + 1.950% 2.0623% 2/15/39 (b)(e)(f) 6,045,385 6,175,050 
sequential payer Series 2016-GC37 Class A3, 3.05% 4/10/49 3,635,648 3,814,141 
Series 2015-GC29 Class XA, 1.0361% 4/10/48 (e)(k) 30,481,226 1,123,251 
Series 2015-GC33 Class XA, 0.8832% 9/10/58 (e)(k) 18,425,089 625,867 
Series 2016-C2 Class A3, 2.575% 8/10/49 2,800,000 2,914,935 
Series 2016-GC36 Class A4, 3.349% 2/10/49 2,500,000 2,697,616 
Series 2016-P6 Class XA, 0.7704% 12/10/49 (e)(k) 17,198,453 436,318 
COMM Mortgage Trust:   
sequential payer:   
Series 2013-CR7 Class AM, 3.314% 3/10/46 (b) 1,700,000 1,777,610 
Series 2014-CR18 Class A5, 3.828% 7/15/47 1,610,000 1,757,812 
Series 2014-CR17 Class XA, 0.9668% 5/10/47 (e)(k) 18,527,438 454,233 
Series 2014-CR20 Class XA, 1.0187% 11/10/47 (e)(k) 17,717,157 550,194 
Series 2014-LC17 Class XA, 0.7221% 10/10/47 (e)(k) 39,889,065 829,030 
Series 2014-UBS6:   
Class A5, 3.644% 12/10/47 3,900,000 4,264,344 
Class XA, 0.8865% 12/10/47 (e)(k) 10,821,130 284,542 
Series 2015-CR23 Class A3, 3.23% 5/10/48 2,500,000 2,706,669 
Series 2015-CR24 Class A4, 3.432% 8/10/48 1,422,827 1,549,483 
Series 2015-PC1 Class A4, 3.62% 7/10/50 1,462,650 1,507,210 
Core Industrial Trust floater Series 2019-CORE Class A, 1 month U.S. LIBOR + 0.880% 0.992% 12/15/31 (b)(e)(f) 2,583,000 2,587,934 
Credit Suisse Mortgage Trust:   
floater Series 2019-ICE4 Class A, 1 month U.S. LIBOR + 0.980% 1.092% 5/15/36 (b)(e)(f) 5,263,000 5,271,398 
sequential payer Series 2020-NET Class A, 2.2569% 8/15/37 (b) 2,253,000 2,305,276 
Series 2018-SITE:   
Class A, 4.284% 4/15/36 (b) 5,237,000 5,221,066 
Class B, 4.5349% 4/15/36 (b) 1,543,000 1,526,990 
Class C, 4.782% 4/15/36 (b)(e) 1,033,000 996,613 
Class D, 4.782% 4/15/36 (b)(e) 2,066,000 1,855,942 
CSAIL Commercial Mortgage Trust Series 2016-C7 Class A4, 3.21% 11/15/49 3,186,022 3,415,110 
CSMC Commercial Mortgage Trust sequential payer Series 2016-NXSR Class A4, 3.7948% 12/15/49 2,000,000 2,232,058 
DBUBS Mortgage Trust Series 2011-LC3A Class C, 5.3363% 8/10/44 (b)(e) 3,400,000 3,410,398 
DBWF Mortgage Trust Series 2018-AMXP Class B, 3.9956% 5/5/35 (b)(e) 762,000 768,139 
Freddie Mac:   
sequential payer:   
Series 2017-K069 Class AM, 3.248% 9/25/27 1,750,000 1,943,442 
Series 2018-K083 Class AM, 4.03% 10/25/28 1,150,000 1,347,352 
Series 2020-K118 Class A2, 1.493% 9/25/30 20,339,000 20,039,870 
Series 2020-K120 Class A2, 1.5% 10/25/30 5,700,000 5,613,128 
Series 2020-K121 Class A2, 1.547% 10/25/30 5,600,000 5,557,004 
Series 2020-K739 Class A2, 1.336% 9/25/27 9,936,000 10,005,255 
Series 2019-K095 Class X1, 0.9483% 6/25/29 (e)(k) 13,965,009 981,982 
Series 2020-K111 Class X1, 1.5724% 5/25/30 (e)(k) 24,975,425 3,180,735 
Series 2020-K122 Class A2, 1.521% 11/25/30 3,500,000 3,450,608 
Series 2021-K124 Class X1, 0.7217% 12/25/30 (e)(k) 6,500,000 404,611 
Series 2021-K741 Class X1, 0.6577% 12/25/27 (e)(k) 140,908,579 5,038,694 
Series K076 Class AM, 3.9% 4/25/28 2,125,000 2,444,611 
Series K077 Class AM, 3.85% 5/25/28 660,000 767,105 
GB Trust floater Series 2020-FLIX:   
Class A, 1 month U.S. LIBOR + 1.120% 1.232% 8/15/37 (b)(e)(f) 4,400,000 4,434,698 
Class B, 1 month U.S. LIBOR + 1.350% 1.462% 8/15/37 (b)(e)(f) 930,000 933,178 
Class C, 1 month U.S. LIBOR + 1.600% 1.712% 8/15/37 (b)(e)(f) 500,000 504,771 
GPMT, Ltd. / GPMT LLC floater Series 2018-FL1 Class A, 1 month U.S. LIBOR + 0.900% 1.0111% 11/21/35 (b)(e)(f) 7,676,043 7,653,360 
GS Mortgage Securities Corp. sequential payer Series 2017-375H Class A, 3.475% 9/10/37 (b)(e) 4,490,000 4,916,303 
GS Mortgage Securities Corp. Trust floater Series 2019-BOCA Class A, 1 month U.S. LIBOR + 1.200% 1.312% 6/15/38 (b)(e)(f) 6,630,000 6,646,385 
GS Mortgage Securities Trust:   
floater:   
Series 2018-3PCK Class A, 1 month U.S. LIBOR + 1.450% 1.562% 9/15/31 (b)(e)(f) 17,575,000 17,047,950 
Series 2018-HART Class A, 1 month U.S. LIBOR + 1.090% 1.202% 10/15/31 (b)(e)(f) 4,013,000 4,017,206 
Series 2021-RENT Class C, 1 month U.S. LIBOR + 1.550% 1.8% 11/21/23 (b)(e)(f) 3,525,000 3,526,056 
sequential payer:   
Series 2014-GC18 Class A3, 3.801% 1/10/47 952,518 1,004,730 
Series 2015-GS1 Class A3, 3.734% 11/10/48 13,884,000 15,342,430 
Series 2011-GC5 Class A/S, 5.209% 8/10/44 (b) 16,867,000 16,969,157 
Series 2015-GC30 Class A3, 3.119% 5/10/50 1,940,264 2,065,520 
Series 2015-GC34 Class XA, 1.2218% 10/10/48 (e)(k) 5,640,001 261,417 
Series 2019-GC40 Class A3, 2.904% 7/10/52 2,000,000 2,127,772 
Series 2021-RENT:   
Class D, 1 month U.S. LIBOR + 1.850% 2.1% 11/21/23 (b)(e)(f) 2,175,000 2,175,655 
Class XCP, 2.7325% 11/21/23 (b)(k) 72,804,200 1,479,454 
JP Morgan Chase Commercial Mortgage Securities Trust floater:   
Series 2018-ASH8 Class A, 1 month U.S. LIBOR + 0.800% 0.912% 2/15/35 (b)(f) 7,820,000 7,829,501 
Series 2018-LAQ Class A, 1 month U.S. LIBOR + 1.000% 1.112% 6/15/32 (b)(e)(f) 5,362,420 5,362,302 
Series 2018-PHH Class A, 1 month U.S. LIBOR + 0.910% 2.41% 6/15/35 (b)(e)(f) 2,936,330 2,942,237 
JPMBB Commercial Mortgage Securities sequential payer Series 2014-C25 Class A4A2, 3.408% 11/15/47 (b) 9,320,026 9,958,481 
JPMBB Commercial Mortgage Securities Trust:   
sequential payer:   
Series 2014-C18 Class A4A2, 3.7938% 2/15/47 (b) 7,456,112 7,928,969 
Series 2015-C29 Class A3A2, 3.3423% 5/15/48 (b) 5,405,583 5,771,545 
Series 2013-C14 Class A/S, 4.4093% 8/15/46 3,088,000 3,285,488 
Series 2014-C19 Class XA, 0.7404% 4/15/47 (e)(k) 3,406,808 53,374 
Series 2015-C30 Class A4, 3.5508% 7/15/48 1,900,000 2,060,033 
JPMorgan Chase Commercial Mortgage Securities Corp.:   
Series 2012-CBX Class A/S, 4.2707% 6/15/45 1,177,000 1,222,946 
Series 2012-LC9 Class A/S, 3.3533% 12/15/47 (b) 750,000 773,032 
JPMorgan Chase Commercial Mortgage Securities Trust:   
floater Series 2019-BKWD Class A, 1 month U.S. LIBOR + 1.000% 1.112% 9/15/29 (b)(e)(f) 6,300,000 6,312,759 
Series 2018-WPT:   
Class AFX, 4.2475% 7/5/33 (b) 2,700,000 2,866,787 
Class CFX, 4.9498% 7/5/33 (b) 919,000 972,155 
Class DFX, 5.3503% 7/5/33 (b) 1,414,000 1,493,843 
Class EFX, 5.5422% 7/5/33 (b) 1,934,000 1,994,135 
Class XAFX, 1.116% 7/5/33 (b)(e)(k) 10,000,000 242,792 
Series 2019-COR4 Class A3, 3.7629% 3/10/52 5,400,000 6,012,864 
Ladder Capital Commercial Mortgage Securities Trust sequential payer Series 2014-909 Class A, 3.388% 5/15/31 (b) 2,400,000 2,399,560 
MBRT floater Series 2019-MBR Class A, 1 month U.S. LIBOR + 0.850% 0.962% 11/15/36 (b)(e)(f) 6,000,000 5,999,977 
Merit floater Series 2020-HILL Class A, 1 month U.S. LIBOR + 1.150% 1.262% 8/15/37 (b)(e)(f) 2,102,000 2,110,551 
Morgan Stanley BAML Trust:   
sequential payer:   
Series 2015-C21 Class A3, 3.077% 3/15/48 3,732,073 3,921,134 
Series 2016-C28 Class A3, 3.272% 1/15/49 4,105,203 4,405,687 
Series 2016-C29 Class ASB, 3.14% 5/15/49 500,000 530,874 
Series 2015-C25:   
Class A4, 3.372% 10/15/48 2,800,000 3,033,221 
Class XA, 1.0528% 10/15/48 (e)(k) 10,345,002 384,764 
Series 2015-C26 Class A4, 3.252% 10/15/48 3,200,000 3,440,057 
Series 2016-C32 Class A3, 3.459% 12/15/49 5,100,000 5,645,689 
Morgan Stanley Capital Barclays Bank Trust sequential payer Series 2016-MART Class A, 2.2004% 9/13/31 (b) 1,893,000 1,894,879 
Morgan Stanley Capital I Trust:   
floater Series 2018-BOP Class A, 1 month U.S. LIBOR + 0.850% 0.962% 8/15/33 (b)(e)(f) 6,888,548 6,880,287 
floater sequential payer Series 2019-NUGS Class A, 1 month U.S. LIBOR + 0.950% 2.45% 12/15/36 (b)(e)(f) 5,200,000 5,323,339 
sequential payer Series 2019-MEAD Class A, 3.17% 11/10/36 (b) 13,482,000 14,078,163 
Series 2011-C3 Class AJ, 5.2442% 7/15/49 (b)(e) 4,200,000 4,240,920 
Series 2015-UBS8 Class A3, 3.54% 12/15/48 3,000,000 3,250,895 
Series 2016-UB12 Class A3, 3.337% 12/15/49 2,000,000 2,105,742 
Series 2018-H4 Class A4, 4.31% 12/15/51 3,237,000 3,737,190 
Series 2018-MP Class A, 4.276% 7/11/40 (b)(e) 3,340,000 3,631,557 
Series 2019-MEAD:   
Class B, 3.1771% 11/10/36 (b)(e) 1,558,000 1,571,880 
Class C, 3.1771% 11/10/36 (b)(e) 1,495,000 1,485,112 
Class D, 3.1771% 11/10/36 (b)(e) 2,340,000 2,295,150 
ONE Mortgage Trust floater Series 2021-PARK Class E, 1 month U.S. LIBOR + 1.750% 2% 3/15/36 (b)(e)(f) 5,759,000 5,723,036 
PFP, Ltd. floater Series 2019-5 Class A, 1 month U.S. LIBOR + 0.970% 1.0774% 4/14/36 (b)(e)(f) 6,935,809 6,931,495 
RBSCF Trust Series 2013-GSP Class A, 3.8336% 1/15/32 (b)(e) 5,000,000 5,295,584 
RETL floater Series 2019-RVP Class C, 1 month U.S. LIBOR + 2.100% 2.212% 3/15/36 (b)(e)(f) 7,852,365 7,812,858 
SFAVE Commercial Mortgage Securities Trust Series 2015-5AVE:   
Class A1, 3.872% 1/5/43 (b)(e) 740,000 751,532 
Class A2A, 3.659% 1/5/43 (b)(e) 11,245,000 11,342,108 
U.S. sequential payer Series 2018-USDC Class A, 4.106% 5/13/38 (b) 4,000,000 4,372,660 
UBS Commercial Mortgage Trust:   
Series 2012-C1 Class A/S, 4.171% 5/10/45 6,570,000 6,754,801 
Series 2017-C1 Class A3, 3.283% 11/15/50 5,500,000 5,961,999 
Series 2017-C7 Class XA, 1.0307% 12/15/50 (e)(k) 17,221,340 887,388 
Series 2018-C11 Class A3, 4.3124% 6/15/51 4,100,000 4,540,629 
Series 2018-C13 Class A3, 4.0694% 10/15/51 6,000,000 6,734,180 
Series 2018-C9 Class ASB, 4.09% 3/15/51 3,300,000 3,698,147 
UBS-Barclays Commercial Mortgage Trust:   
floater Series 2013-C6 Class A3, 1 month U.S. LIBOR + 0.790% 0.8995% 4/10/46 (b)(e)(f) 5,266,886 5,248,894 
Series 2012-C3 Class A/S, 3.814% 8/10/49 (b) 1,400,000 1,455,711 
VLS Commercial Mortgage Trust:   
sequential payer Series 2020-LAB Class A, 2.13% 10/10/42 (b) 3,760,000 3,736,799 
Series 2020-LAB:   
Class B, 2.453% 10/10/42 (b) 300,000 300,592 
Class X, 0.4294% 10/10/42 (b)(e)(k) 8,700,000 317,153 
Wells Fargo Commercial Mortgage Trust:   
sequential payer:   
Series 2015-C29 Class ASB, 3.4% 6/15/48 1,281,154 1,352,368 
Series 2016-LC24 Class A3, 2.684% 10/15/49 3,300,000 3,483,813 
Series 2015-C31 Class XA, 0.9726% 11/15/48 (e)(k) 6,780,983 255,130 
Series 2017-C42 Class XA, 0.8822% 12/15/50 (e)(k) 35,446,259 1,752,555 
Series 2018-C46 Class XA, 0.9387% 8/15/51 (e)(k) 15,620,935 740,621 
Series 2018-C48 Class A5, 4.302% 1/15/52 3,181,000 3,676,213 
WF-RBS Commercial Mortgage Trust:   
floater Series 2013-C14 Class A3, 1 month U.S. LIBOR + 0.720% 0.8283% 6/15/46 (b)(e)(f) 4,691,983 4,692,712 
Series 2012-C9 Class A/S, 3.388% 11/15/45 400,000 414,210 
Series 2014-C24 Class XA, 0.8542% 11/15/47 (e)(k) 6,188,092 167,835 
Series 2014-LC14 Class XA, 1.2618% 3/15/47 (e)(k) 8,556,994 264,229 
TOTAL COMMERCIAL MORTGAGE SECURITIES   
(Cost $764,900,390)  768,564,466 
Municipal Securities - 0.2%   
Bay Area Toll Auth. San Francisco Bay Toll Bridge Rev. Series 2009 F2, 6.263% 4/1/49 3,295,000 5,305,840 
California Gen. Oblig. Series 2009, 7.5% 4/1/34 205,000 327,570 
Colorado Reg'l. Trans. District Sales Tax Rev. (Fastracks Proj.) Series 2010 B, 5.844% 11/1/50 45,000 70,615 
District of Columbia Income Tax Rev. Series 2010 F, 5.582% 12/1/35 75,000 100,463 
Illinois Gen. Oblig.:   
Series 2003: 
4.95% 6/1/23 5,431,636 5,641,352 
5.1% 6/1/33 23,505,000 26,257,906 
Series 2010-1, 6.63% 2/1/35 3,845,000 4,545,444 
Series 2010-3:   
6.725% 4/1/35 2,510,000 2,985,896 
7.35% 7/1/35 4,655,000 5,719,971 
Series 2010-5, 6.2% 7/1/21 479,000 485,871 
Jobsohio Beverage Sys. Statewide Series 2020 A, 2.833% 1/1/38 325,000 341,923 
Los Angeles Dept. Arpt. Rev. Series C:   
2.063% 5/15/34 500,000 488,270 
2.163% 5/15/35 500,000 487,095 
Los Angeles Dept. of Wtr. & Pwr. Rev. Series 2010 A, 5.716% 7/1/39 190,000 271,618 
Massachusetts Commonwealth Trans. Fund Rev. (Accelerated Bridge Prog.) Series 2010 A, 5.731% 6/1/40 150,000 206,015 
Miami-Dade County Aviation Rev. Series 2019 E, 2.529% 10/1/30 2,000,000 2,045,600 
Michigan Fin. Auth. Rev. Series 2019 T, 3.384% 12/1/40 545,000 586,883 
New Jersey Econ. Dev. Auth. State Pension Fdg. Rev. Series 1997, 7.425% 2/15/29 (Nat'l. Pub. Fin. Guarantee Corp. Insured) 9,315,000 12,120,212 
New Jersey Tpk. Auth. Tpk. Rev.:   
Series 2009 E, 7.414% 1/1/40 1,620,000 2,646,092 
Series 2010 A, 7.102% 1/1/41 825,000 1,308,863 
Series 2021 B:   
1.963% 1/1/32 1,000,000 980,370 
2.113% 1/1/33 1,050,000 1,033,494 
New York City Gen. Oblig. Series A3, 2.8% 8/1/30 3,250,000 3,467,425 
New York City Muni. Wtr. Fin. Auth. Wtr. & Swr. Sys. Rev. Series 2010 DD, 5.952% 6/15/42 25,000 36,911 
New York City Transitional Fin. Auth. Rev.:   
Series 2010 C2, 5.767% 8/1/36 900,000 1,160,865 
Series A3, 3.88% 8/1/31 1,170,000 1,318,321 
Series A5, 2.69% 5/1/33 2,015,000 2,116,455 
Series B2, 3.14% 8/1/28 2,735,000 2,997,970 
New York State Dorm. Auth. Series 2019 F, 3.11% 2/15/39 3,250,000 3,430,278 
Ohio State Univ. Gen. Receipts:   
Series 2010 C, 4.91% 6/1/40 140,000 185,560 
Series 2011 A, 4.8% 6/1/11 1,403,000 1,856,674 
Port Auth. of New York & New Jersey 174th Series, 4.458% 10/1/62 515,000 660,369 
Salt River Proj. Agricultural Impt. & Pwr. District Elec. Sys. Rev. Series 2010 A, 4.839% 1/1/41 750,000 980,723 
Texas Private Activity Bond Surface Trans. Corp. (NTE Mobility Partners LLC North Tarrant Express Managed Lanes Proj.) Series 2019 B, 3.922% 12/31/49 555,000 613,525 
Univ. of California Revs. Series 2015 J, 4.131% 5/15/45 1,750,000 2,023,105 
Univ. of Michigan Rev. Series 2020 B, 2.437% 4/1/40 1,050,000 1,051,407 
TOTAL MUNICIPAL SECURITIES   
(Cost $89,190,229)  95,856,951 
Foreign Government and Government Agency Obligations - 0.2%   
Arab Republic of Egypt:   
4.75% 4/11/25 (b) EUR$1,430,000 $1,793,842 
7.6003% 3/1/29 (b) 632,000 695,595 
Brazil Minas SPE 5.333% 2/15/28 (Reg. S) 1,526,000 1,652,849 
Brazilian Federative Republic 3.875% 6/12/30 1,800,000 1,793,813 
Chilean Republic 2.55% 1/27/32 650,000 657,922 
Colombian Republic:   
3% 1/30/30 1,100,000 1,090,031 
3.125% 4/15/31 200,000 198,125 
5.2% 5/15/49 200,000 222,688 
10.375% 1/28/33 750,000 1,183,828 
Dominican Republic:   
4.875% 9/23/32 1,570,000 1,591,588 
5.95% 1/25/27 (b) 600,000 670,500 
6% 7/19/28 (b) 1,250,000 1,410,547 
Emirate of Abu Dhabi 2.5% 9/30/29 (Reg. S) 1,200,000 1,241,400 
Hungarian Republic:   
1.75% 6/5/35 (Reg. S) EUR770,000 994,367 
7.625% 3/29/41 550,000 913,688 
Indonesian Republic:   
1.1% 3/12/33 EUR2,500,000 2,948,507 
2.8% 6/23/30 (b) 1,300,000 1,313,000 
3.4% 9/18/29 420,000 448,088 
3.5% 1/11/28 4,230,000 4,545,928 
Israeli State:   
3.875% 7/3/50 1,750,000 1,915,970 
4% 6/30/22 1,700,000 1,779,907 
Italian Republic 2.375% 10/17/24 3,800,000 3,976,634 
Kingdom of Saudi Arabia:   
3.625% 3/4/28 (Reg. S) 800,000 879,250 
3.75% 1/21/55 (b) 400,000 395,750 
Ministry of Finance of the Russian Federation 4.375% 3/21/29(Reg. S) 400,000 450,000 
Panamanian Republic:   
3.16% 1/23/30 3,620,000 3,761,406 
3.875% 3/17/28 200,000 218,938 
4.3% 4/29/53 615,000 664,969 
4.5% 4/16/50 400,000 444,000 
4.5% 4/1/56 445,000 489,361 
Peruvian Republic 2.844% 6/20/30 2,030,000 2,097,244 
Philippine Republic 3.7% 3/1/41 1,010,000 1,069,969 
Province of Quebec yankee 7.125% 2/9/24 810,000 963,341 
Republic of Paraguay:   
2.739% 1/29/33 (b) 400,000 382,750 
4.95% 4/28/31 (b) 400,000 452,125 
Republic of Serbia 2.125% 12/1/30 (b) 1,430,000 1,346,338 
Romanian Republic:   
3% 2/14/31 (Reg. S) 664,000 671,885 
3.875% 10/29/35 (b) EUR710,000 1,017,005 
4.125% 3/11/39 EUR1,540,000 2,208,801 
South African Republic 4.85% 9/30/29 1,740,000 1,752,506 
State of Qatar:   
3.4% 4/16/25 (b) 3,165,000 3,456,773 
4.5% 4/23/28 (Reg. S) 900,000 1,059,750 
4.625% 6/2/46 (Reg. S) 400,000 479,250 
5.103% 4/23/48 (b) 1,200,000 1,522,875 
Turkish Republic 7.25% 12/23/23 1,200,000 1,302,000 
Ukraine Government:   
4.375% 1/27/30 (b) EUR1,250,000 1,383,762 
6.75% 6/20/26 (Reg. S) EUR950,000 1,221,802 
7.75% 9/1/22 (b) 1,800,000 1,892,700 
8.994% 2/1/24 (Reg. S) 1,250,000 1,381,250 
United Mexican States:   
2.659% 5/24/31 3,577,000 3,411,564 
3.771% 5/24/61 950,000 832,141 
4.15% 3/28/27 275,000 306,625 
4.75% 3/8/44 2,246,000 2,363,915 
Uruguay Republic:   
4.375% 1/23/31 610,000 705,313 
4.975% 4/20/55 525,000 638,859 
5.1% 6/18/50 2,105,000 2,597,044 
TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS   
(Cost $77,978,304)  76,860,078 
Bank Loan Obligations - 0.1%   
COMMUNICATION SERVICES - 0.0%   
Diversified Telecommunication Services - 0.0%   
Level 3 Financing, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 1.750% 1.8645% 3/1/27 (e)(f)(n) 750,000 747,345 
Lumen Technologies, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.250% 2.3645% 3/15/27 (e)(f)(n) 3,250,000 3,235,960 
Zayo Group Holdings, Inc. 1LN, term loan 3 month U.S. LIBOR + 3.000% 3.1145% 3/9/27 (e)(f)(n) 1,500,000 1,497,135 
  5,480,440 
Media - 0.0%   
CSC Holdings LLC Tranche B3 1LN, term loan 3 month U.S. LIBOR + 2.250% 2.361% 1/15/26 (e)(f)(n) 2,000,000 1,987,140 
Neptune Finco Corp. Tranche B, term loan 3 month U.S. LIBOR + 2.250% 2.361% 7/17/25 (e)(f)(n) 598,446 594,651 
Sinclair Television Group, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.500% 2.62% 9/30/26 (e)(f)(n) 600,000 597,378 
Virgin Media Bristol LLC Tranche N, term loan 3 month U.S. LIBOR + 2.500% 2.6122% 1/31/28 (e)(f)(n) 2,000,000 1,994,540 
  5,173,709 
TOTAL COMMUNICATION SERVICES  10,654,149 
CONSUMER DISCRETIONARY - 0.0%   
Hotels, Restaurants & Leisure - 0.0%   
Caesars Resort Collection LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.750% 2.8645% 12/22/24 (e)(f)(n) 2,000,000 1,981,260 
Churchill Downs, Inc. Tranche B, term loan 3 month U.S. LIBOR + 2.000% 4.35% 12/27/24 (e)(f)(n) 1,100,000 1,094,500 
Penn National Gaming, Inc. Tranche B, term loan 3 month U.S. LIBOR + 2.250% 3% 10/15/25 (e)(f)(n) 2,000,000 1,996,780 
  5,072,540 
CONSUMER STAPLES - 0.0%   
Food & Staples Retailing - 0.0%   
BJ's Wholesale Club, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.000% 2.1123% 2/3/24 (e)(f)(n) 575,000 576,052 
Food Products - 0.0%   
JBS U.S.A. Lux SA Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.000% 2.1145% 5/1/26 (e)(f)(n) 3,000,000 2,992,800 
TOTAL CONSUMER STAPLES  3,568,852 
ENERGY - 0.0%   
Oil, Gas & Consumable Fuels - 0.0%   
Buckeye Partners LP 1LN, term loan 3 month U.S. LIBOR + 2.250% 11/1/26 (f)(n)(o) 250,000 249,648 
FINANCIALS - 0.0%   
Diversified Financial Services - 0.0%   
Avolon TLB Borrower 1 (U.S.) LLC Tranche B3 1LN, term loan 3 month U.S. LIBOR + 1.750% 2.5% 1/15/25 (e)(f)(n) 725,000 722,383 
Delos Finance SARL Tranche B, term loan 3 month U.S. LIBOR + 1.750% 3.2001% 10/6/23 (e)(f)(n) 725,000 724,739 
  1,447,122 
Insurance - 0.0%   
AmWINS Group, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.250% 3% 2/16/28 (e)(f)(n) 2,500,000 2,498,950 
TOTAL FINANCIALS  3,946,072 
HEALTH CARE - 0.1%   
Health Care Providers & Services - 0.0%   
Gentiva Health Services, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.750% 2.875% 7/2/25 (e)(f)(n) 2,670,000 2,671,682 
Horizon Pharma U.S.A., Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.000% 2/25/28 (f)(n)(o) 1,250,000 1,251,563 
  3,923,245 
Health Care Technology - 0.0%   
IQVIA, Inc. Tranche B2 1LN, term loan 3 month U.S. LIBOR + 2.000% 1/18/25 (f)(n)(o) 800,000 799,200 
Pharmaceuticals - 0.1%   
Elanco Animal Health, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 1.750% 1.8729% 8/1/27 (e)(f)(n) 3,000,000 2,992,500 
Valeant Pharmaceuticals International, Inc. Tranche B 2LN, term loan 3 month U.S. LIBOR + 2.750% 2.8708% 11/27/25 (e)(f)(n) 3,000,000 2,997,660 
  5,990,160 
TOTAL HEALTH CARE  10,712,605 
INDUSTRIALS - 0.0%   
Road & Rail - 0.0%   
Genesee & Wyoming, Inc. 1LN, term loan 3 month U.S. LIBOR + 2.000% 2.2539% 12/30/26 (e)(f)(n) 725,000 725,602 
INFORMATION TECHNOLOGY - 0.0%   
Communications Equipment - 0.0%   
CommScope, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.250% 3.3645% 4/4/26 (e)(f)(n) 600,000 598,596 
Software - 0.0%   
SS&C Technologies, Inc.:   
Tranche B 3LN, term loan 3 month U.S. LIBOR + 1.750% 1.8645% 4/16/25 (e)(f)(n) 283,852 282,788 
Tranche B 4LN, term loan 3 month U.S. LIBOR + 1.750% 1.8645% 4/16/25 (e)(f)(n) 216,148 215,337 
Tranche B 5LN, term loan 3 month U.S. LIBOR + 1.750% 1.8645% 4/16/25 (e)(f)(n) 600,000 597,750 
  1,095,875 
TOTAL INFORMATION TECHNOLOGY  1,694,471 
MATERIALS - 0.0%   
Chemicals - 0.0%   
Starfruit U.S. Holdco LLC Tranche B, term loan 3 month U.S. LIBOR + 3.000% 3.111% 10/1/25 (e)(f)(n) 2,600,000 2,591,186 
Zep, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.000% 8/11/24 (f)(n)(o) 1,500,000 1,483,935 
  4,075,121 
Containers & Packaging - 0.0%   
Berry Global, Inc. Tranche Y 1LN, term loan 3 month U.S. LIBOR + 2.000% 2.1205% 7/1/26 (e)(f)(n) 600,000 599,466 
TOTAL MATERIALS  4,674,587 
REAL ESTATE - 0.0%   
Real Estate Management & Development - 0.0%   
VICI Properties, LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 1.750% 1.8611% 12/22/24 (e)(f)(n) 3,600,000 3,574,368 
UTILITIES - 0.0%   
Electric Utilities - 0.0%   
Vistra Operations Co. LLC Tranche B 3LN, term loan 3 month U.S. LIBOR + 1.750% 1.8631% 12/31/25 (e)(f)(n) 500,000 498,045 
Independent Power and Renewable Electricity Producers - 0.0%   
Calpine Corp. Tranche B9 1LN, term loan 3 month U.S. LIBOR + 2.000% 4/1/26 (f)(n)(o) 3,250,000 3,228,063 
TOTAL UTILITIES  3,726,108 
TOTAL BANK LOAN OBLIGATIONS   
(Cost $48,789,255)  48,599,002 
Bank Notes - 0.0%   
Discover Bank:   
3.45% 7/27/26 $435,000 $478,790 
4.682% 8/9/28 (e) 3,503,000 3,746,459 
KeyBank NA 3.9% 4/13/29 1,830,000 2,066,229 
RBS Citizens NA 2.55% 5/13/21 1,705,000 1,709,513 
Regions Bank 6.45% 6/26/37 2,533,000 3,498,868 
Synchrony Bank 3.65% 5/24/21 5,843,000 5,870,361 
Truist Bank:   
2.25% 3/11/30 625,000 631,790 
2.75% 5/1/23 645,000 677,268 
TOTAL BANK NOTES   
(Cost $16,963,483)  18,679,278 
 Shares Value 
Fixed-Income Funds - 68.9%   
High Yield Fixed-Income Funds - 0.5%   
Stone Harbor Emerging Markets Debt Fund 22,189,169 $215,678,719 
Intermediate Government Funds - 1.1%   
Fidelity SAI U.S. Treasury Bond Index Fund (p) 43,944,205 443,836,473 
Intermediate-Term Bond Funds - 65.2%   
Baird Core Plus Bond Fund - Institutional Class 60,376,506 717,272,889 
BlackRock Total Return Fund Institutional Shares 31,461,763 377,541,155 
DoubleLine Total Return Bond Fund Class N 125,279,506 1,326,709,971 
Fidelity SAI Total Bond Fund (p) 588,675,087 6,210,522,165 
Fidelity U.S. Bond Index Fund (p) 7,457,949 90,464,916 
John Hancock Bond Fund Class R6 19,163,845 315,245,258 
JPMorgan Core Plus Bond Fund Class A 43,408,776 371,579,119 
PIMCO Income Fund Institutional Class 90,931,651 1,092,998,445 
PIMCO Investment Grade Credit Bond Fund Institutional Class 59,288,507 647,430,497 
PIMCO Mortgage Opportunities Fund Institutional Class 107,492,522 1,182,417,738 
PIMCO Total Return Fund Institutional Class 599,345,657 6,215,214,395 
Prudential Total Return Bond Fund Class A 78,946,562 1,155,777,668 
TCW Total Return Bond Fund N Class 18,049,197 189,697,065 
The Bond Fund of America Class F2 29,142,760 393,427,253 
Voya Intermediate Bond Fund Class I 126,924,963 1,320,019,619 
Western Asset Core Bond Fund Class I 165,182,729 2,185,367,504 
Western Asset Core Plus Bond Fund Class I 270,704,977 3,280,944,326 
TOTAL INTERMEDIATE-TERM BOND FUNDS  27,072,629,983 
Long Government Bond Funds - 2.1%   
iShares 20+ Year Treasury Bond ETF (q) 6,072,060 869,033,227 
TOTAL FIXED-INCOME FUNDS   
(Cost $27,876,265,830)  28,601,178,402 
 Principal Amount(a) Value 
Preferred Securities - 0.2%   
ENERGY - 0.0%   
Oil, Gas & Consumable Fuels - 0.0%   
BP Capital Markets PLC 4.375% (e)(r) 3,695,000 3,966,978 
Energy Transfer Partners LP 6.625% (e)(r) 730,000 645,183 
  4,612,161 
FINANCIALS - 0.2%   
Banks - 0.2%   
Bank of America Corp. 4.3% (e)(r) 3,840,000 3,893,380 
Bank of Nova Scotia 4.65% (e)(r) 12,927,000 13,174,224 
Barclays Bank PLC 7.625% 11/21/22 27,412,000 30,721,605 
Citigroup, Inc. 3.875% (e)(r) 4,320,000 4,300,872 
JPMorgan Chase & Co. 4.6% (e)(r) 3,870,000 3,961,170 
  56,051,251 
TOTAL PREFERRED SECURITIES   
(Cost $61,542,050)  60,663,412 
 Shares Value 
Money Market Funds - 4.5%   
Fidelity Cash Central Fund 0.07% (s) 499,574,050 499,673,965 
Fidelity Investments Money Market Government Portfolio Institutional Class 0.01% (p)(t) 289,245,261 289,245,261 
Fidelity Securities Lending Cash Central Fund 0.08% (s)(u) 815,068,543 815,150,050 
State Street Institutional U.S. Government Money Market Fund Premier Class .03% (t) 246,713,546 246,713,546 
TOTAL MONEY MARKET FUNDS   
(Cost $1,850,779,176)  1,850,782,822 

Purchased Swaptions - 0.0%    
 Expiration Date Notional Amount Value 
Put Options - 0.0%    
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to pay semi-annually a fixed rate of 1.905% and receive quarterly a floating rate based on 3-month LIBOR, expiring October 2029 10/28/24 10,000,000 $298,597 
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to pay semi-annually a fixed rate of 2.2% and receive quarterly a floating rate based on 3-month LIBOR, expiring July 2029 7/18/24 13,700,000 295,513 
TOTAL PUT OPTIONS   594,110 
Call Options - 0.0%    
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to receive semi-annually a fixed rate of 1.905% and pay quarterly a floating rate based on 3-month LIBOR, expiring October 2029 10/28/24 10,000,000 261,269 
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to receive semi-annually a fixed rate of 2.2% and pay quarterly a floating rate based on 3-month LIBOR, expiring July 2029 7/18/24 13,700,000 472,578 
TOTAL CALL OPTIONS   733,847 
TOTAL PURCHASED SWAPTIONS    
(Cost $1,282,690)   1,327,957 
TOTAL INVESTMENT IN SECURITIES - 106.5%    
(Cost $43,183,297,653)   44,191,105,395 
NET OTHER ASSETS (LIABILITIES) - (6.5)%   (2,684,845,063) 
NET ASSETS - 100%   $41,506,260,332 

TBA Sale Commitments   
 Principal Amount Value 
Ginnie Mae   
2% 3/1/51 $(14,900,000) $(15,131,413) 
2% 3/1/51 (7,450,000) (7,565,707) 
2% 3/1/51 (10,600,000) (10,764,630) 
2% 3/1/51 (5,300,000) (5,382,315) 
2.5% 3/1/51 (9,300,000) (9,657,617) 
2.5% 3/1/51 (9,700,000) (10,072,998) 
3% 3/1/51 (4,900,000) (5,104,708) 
3% 3/1/51 (3,200,000) (3,333,687) 
3% 3/1/51 (9,700,000) (10,105,238) 
3% 3/1/51 (4,800,000) (5,000,530) 
TOTAL GINNIE MAE  (82,118,843) 
Uniform Mortgage Backed Securities   
2% 3/1/51 (11,000,000) (11,104,715) 
2% 3/1/51 (8,600,000) (8,681,868) 
2% 3/1/51 (17,600,000) (17,767,543) 
2% 3/1/51 (15,150,000) (15,294,220) 
2% 3/1/51 (17,600,000) (17,767,543) 
2% 3/1/51 (15,150,000) (15,294,220) 
2% 3/1/51 (3,800,000) (3,836,174) 
2% 3/1/51 (8,400,000) (8,479,964) 
2.5% 3/1/51 (4,900,000) (5,081,070) 
2.5% 3/1/51 (12,000,000) (12,443,437) 
2.5% 3/1/51 (11,650,000) (12,080,504) 
2.5% 3/1/51 (17,850,000) (18,509,613) 
2.5% 3/1/51 (5,500,000) (5,703,242) 
2.5% 3/1/51 (11,200,000) (11,613,875) 
3% 3/1/51 (9,200,000) (9,633,765) 
3% 3/1/51 (8,850,000) (9,267,263) 
3% 3/1/51 (14,000,000) (14,660,078) 
3% 3/1/51 (8,800,000) (9,214,906) 
3% 3/1/51 (3,200,000) (3,350,875) 
3% 3/1/51 (14,600,000) (15,288,367) 
3% 3/1/51 (23,100,000) (24,189,127) 
3% 3/1/51 (4,900,000) (5,131,027) 
3% 3/1/51 (1,150,000) (1,204,221) 
3% 3/1/51 (7,925,000) (8,298,651) 
3% 3/1/51 (17,775,000) (18,613,063) 
3% 3/1/51 (6,000,000) (6,282,890) 
3% 3/1/51 (6,400,000) (6,701,750) 
3% 3/1/51 (13,700,000) (14,345,933) 
3.5% 3/1/51 (5,950,000) (6,312,113) 
3.5% 3/1/51 (1,200,000) (1,273,031) 
3.5% 3/1/51 (6,750,000) (7,160,801) 
TOTAL UNIFORM MORTGAGE BACKED SECURITIES  (324,585,849) 
TOTAL TBA SALE COMMITMENTS   
(Proceeds $406,375,724)  $(406,704,692) 

Written Swaptions    
 Expiration Date Notional Amount Value 
Put Swaptions    
Option on an interest rate swap with Bank of America N.A. to pay semi-annually a fixed rate of 0.71% and receive quarterly a floating rate based on 3-month LIBOR, expiring April 2032 3/30/22 4,000,000 $(395,265) 
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to pay semi-annually a fixed rate of 1.27% and receive quarterly a floating rate based on 3-month LIBOR, expiring November 2030 11/25/25 28,100,000 (1,570,826) 
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to pay semi-annually a fixed rate of 1.2925% and receive quarterly a floating rate based on 3-month LIBOR, expiring January 2032 1/13/22 6,300,000 (305,429) 
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to pay semi-annually a fixed rate of 1.905% and receive quarterly a floating rate based on 3-month LIBOR, expiring February 2026 2/5/26 5,000,000 (192,284) 
Option on an interest rate swap with Morgan Stanley Capital Services LLC to pay semi-annually a fixed rate of 1.57% and receive quarterly a floating rate based on 3-month LIBOR, expiring February 2022 2/16/22 9,300,000 (317,777) 
TOTAL PUT SWAPTIONS   (2,781,581) 
Call Swaptions    
Option on an interest rate swap with Bank of America N.A. to receive semi-annually a fixed rate of 0.71% and pay quarterly a floating rate based on 3-month LIBOR, expiring April 2032 3/30/22 4,000,000 (16,817) 
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to receive semi-annually a fixed rate of 1.27% and pay quarterly a floating rate based on 3-month LIBOR, expiring November 2030 11/25/25 28,100,000 (412,181) 
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to receive semi-annually a fixed rate of 1.2925% and pay quarterly a floating rate based on 3-month LIBOR, expiring January 2032 1/13/22 6,300,000 (79,945) 
Option on an interest rate swap with Goldman Sachs Bank U.S.A. to receive semi-annually a fixed rate of 1.905% and pay quarterly a floating rate based on 3-month LIBOR, expiring February 2026 2/5/26 5,000,000 (127,742) 
Option on an interest rate swap with Morgan Stanley Capital Services LLC to receive semi-annually a fixed rate of 1.57% and pay quarterly a floating rate based on 3-month LIBOR, expiring February 2022 2/16/22 9,300,000 (213,232) 
TOTAL CALL SWAPTIONS   (849,917) 
TOTAL WRITTEN SWAPTIONS   $(3,631,498) 

Futures Contracts      
 Number of contracts Expiration Date Notional Amount Value Unrealized Appreciation/(Depreciation) 
Purchased      
Treasury Contracts      
CBOT 5-Year U.S. Treasury Note Contracts (United States) 773 June 2021 $95,827,844 $(587,858) $(587,858) 
CBOT Long Term U.S. Treasury Bond Contracts (United States) 122 June 2021 19,424,688 (209,951) (209,951) 
CBOT Ultra 10-Year U.S. Treasury Note Contracts (United States) 143 June 2021 21,070,156 (228,209) (228,209) 
CBOT Ultra Long Term U.S. Treasury Bond Contracts (United States) 731 June 2021 138,204,688 (953,922) (953,922) 
TOTAL PURCHASED     (1,979,940) 
Sold      
Treasury Contracts      
CBOT 10-Year U.S. Treasury Note Contracts (United States) 419 June 2021 55,609,156 637,437 637,437 
CBOT 2-Year U.S. Treasury Note Contracts (United States) 1,744 June 2021 385,015,250 207,586 207,586 
TOTAL SOLD     845,023 
TOTAL FUTURES CONTRACTS     $(1,134,917) 

The notional amount of futures purchased as a percentage of Net Assets is 0.7%

The notional amount of futures sold as a percentage of Net Assets is 1.1%

Forward Foreign Currency Contracts       
Currency Purchased Currency Sold Counterparty Settlement Date Unrealized Appreciation/(Depreciation) 
EUR 30,655,793 USD 37,237,592 Barclays Bank PLC 3/2/21 $(249,845) 
GBP 4,611,123 USD 6,466,639 Barclays Bank PLC 3/2/21 (42,422) 
USD 5,341,155 EUR 4,391,946 Barclays Bank PLC 3/2/21 42,053 
USD 11,633,354 EUR 9,654,133 Barclays Bank PLC 3/2/21 (14,840) 
USD 19,287,948 EUR 15,924,415 Barclays Bank PLC 3/2/21 74,345 
USD 509,717 EUR 423,659 BTIG LLC (GB) 3/2/21 (1,449) 
USD 317,570 EUR 261,640 Citibank N.A. 3/2/21 1,888 
USD 1,074,131 GBP 784,833 Citibank N.A. 3/2/21 (19,298) 
USD 5,281,784 GBP 3,826,290 Citibank N.A. 3/2/21 (49,003) 
USD 37,265,948 EUR 30,655,793 Barclays Bank PLC 4/6/21 244,020 
USD 6,467,621 GBP 4,611,123 Barclays Bank PLC 4/6/21 41,898 
TOTAL FORWARD FOREIGN CURRENCY CONTRACTS      $27,347 
     Unrealized Appreciation 404,204 
     Unrealized Depreciation (376,857) 

Swaps

Underlying Reference Maturity Date Clearinghouse / Counterparty Fixed Payment Received/(Paid) Payment Frequency Notional Amount Value Upfront Premium Received/(Paid) Unrealized Appreciation/(Depreciation) 
Credit Default Swaps         
Buy Protection         
CMBX N.A. AAA Index Series 12 Aug. 2061 Citigroup Global Markets Ltd. (0.5%) Monthly $2,660,000 $(18,154) $(36,561) $(54,715) 
CMBX N.A. AAA Index Series 12 Aug. 2061 Morgan Stanley Capital Services LLC (0.5%) Monthly 1,890,000 (12,899) (20,792) (33,691) 
CMBX N.A. AAA Index Series 12 Aug. 2061 Morgan Stanley Capital Services LLC (0.5%) Monthly 6,200,000 (42,314) 24,281 (18,033) 
CMBX N.A. AAA Index Series 13 Dec. 2072 JPMorgan Securities LLC (0.5%) Monthly 1,000,000 (2,856) (1,271) (4,127) 
TOTAL CREDIT DEFAULT SWAPS      $(76,223) $(34,343) $(110,566) 

Swaps

Payment Received Payment Frequency Payment Paid Payment Frequency Clearinghouse / Counterparty(1) Maturity Date Notional Amount Value Upfront Premium Received/(Paid)(2) Unrealized Appreciation/(Depreciation) 
Interest Rate Swaps          
0.25% Semi - annual 3-month LIBOR(3) Quarterly LCH Mar. 2023 $82,104,000 $(16,761) $0 $(16,761) 
0.5% Semi - annual 3-month LIBOR(3) Quarterly LCH Mar. 2026 23,857,000 (319,241) (319,241) 
0.75% Semi - annual 3-month LIBOR(3) Quarterly LCH Mar. 2031 3,830,000 (273,688) (273,688) 
3-month LIBOR(3) Quarterly 0.75% Semi - annual LCH Mar. 2031 13,404,000 417,457 417,457 
1% Semi - annual 3-month LIBOR(3) Quarterly LCH Mar. 2051 400,000 (20,658) (20,658) 
TOTAL INTEREST RATE SWAPS       $(212,891) $0 $(212,891) 

 (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).

 (3) Represents floating rate.

Currency Abbreviations

EUR – European Monetary Unit

GBP – British pound

USD – U.S. dollar

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Amount is stated in United States dollars unless otherwise noted.

 (b) 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 $2,191,602,880 or 5.3% of net assets.

 (c) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

 (d) Non-income producing - Security is in default.

 (e) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

 (f) Coupon is indexed to a floating interest rate which may be multiplied by a specified factor and/or subject to caps or floors.

 (g) 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 $1,322,981.

 (h) 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 $960,978.

 (i) Security or a portion of the security has been segregated as collateral for open options. At period end, the value of securities pledged amounted to $917,824.

 (j) Security or a portion of the security has been segregated as collateral for mortgage-backed or asset-backed securities purchased on a delayed delivery or when-issued basis. At period end, the value of securities pledged amounted to $3,915,028.

 (k) 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.

 (l) 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.

 (m) 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.

 (n) Remaining maturities of bank loan obligations may be less than the stated maturities shown as a result of contractual or optional prepayments by the borrower. Such prepayments cannot be predicted with certainty.

 (o) The coupon rate will be determined upon settlement of the loan after period end.

 (p) Affiliated Fund

 (q) Security or a portion of the security is on loan at period end.

 (r) Security is perpetual in nature with no stated maturity date.

 (s) 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.

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

 (u) Investment made with cash collateral received from securities on loan.

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 $561,006 
Fidelity Securities Lending Cash Central Fund 331,740 
Total $892,746 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable. Amount for Fidelity Securities Lending Cash Central Fund represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities.

Affiliated Underlying Funds

Fiscal year to date information regarding the Fund's investments in affiliated Underlying Funds, excluding any Money Market Central Funds, is presented below. Exchanges between classes of the same affiliated Underlying Funds may occur.

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain (loss) Change in Unrealized appreciation (depreciation) Value, end of period 
Fidelity Capital & Income Fund $-- $100,000,000 $100,114,548 $169,883 $114,548 $-- $-- 
Fidelity Inflation-Protected Bond Index Fund 105,541,389 -- 103,929,078 26,043 1,285,927 (2,898,238) -- 
Fidelity Investments Money Market Government Portfolio Institutional Class 0.01
-- 3,995,269,416 3,706,024,155 346,661 -- -- 289,245,261 
Fidelity SAI Total Bond Fund 6,719,728,989 441,269,413 827,743,305 391,203,691 32,871,001 (155,603,933) 6,210,522,165 
Fidelity SAI U.S. Treasury Bond Index Fund 3,902,878,329 616,830,454 4,120,922,290 4,458,630 348,586,926 (303,536,946) 443,836,473 
Fidelity Sustainability Bond Index Fund 25,615,432 -- 25,497,606 45,199 1,872,467 (1,990,293) -- 
Fidelity U.S. Bond Index Fund 156,168,500 408,775,298 473,727,207 1,388,405 5,329,703 (6,081,378) 90,464,916 
Total $10,909,932,639 $5,562,144,581 $ 9,357,958,189 $397,638,512 $390,060,572 $(470,110,788) $7,034,068,815 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable.

Investment Valuation

The following is a summary of the inputs used, as of February 28, 2021, 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 $4,479,000,389 $-- $4,479,000,389 $-- 
U.S. Government and Government Agency Obligations 2,918,086,597 -- 2,918,086,597 -- 
U.S. Government Agency - Mortgage Securities 3,704,568,813 -- 3,704,568,813 -- 
Asset-Backed Securities 733,784,294 -- 733,784,294 -- 
Collateralized Mortgage Obligations 256,244,648 -- 256,244,648 -- 
Commercial Mortgage Securities 768,564,466 -- 768,564,466 -- 
Municipal Securities 95,856,951 -- 95,856,951 -- 
Foreign Government and Government Agency Obligations 76,860,078 -- 76,860,078 -- 
Bank Loan Obligations 48,599,002 -- 48,599,002 -- 
Bank Notes 18,679,278 -- 18,679,278 -- 
Fixed-Income Funds 28,601,178,402 28,601,178,402 -- -- 
Preferred Securities 60,663,412 -- 60,663,412 -- 
Money Market Funds 1,850,782,822 1,850,782,822 -- -- 
Purchased Swaptions 1,327,957 -- 1,327,957 -- 
Other Short-Term Investments 576,908,286 -- 576,908,286 -- 
Total Investments in Securities: $44,191,105,395 $30,451,961,224 $13,739,144,171 $-- 
Derivative Instruments:     
Assets     
Forward Foreign Currency Contracts $404,204 $-- $404,204 $-- 
Futures Contracts 845,023 845,023 -- -- 
Swaps 417,457 -- 417,457 -- 
Total Assets $1,666,684 $845,023 $821,661 $-- 
Liabilities     
Forward Foreign Currency Contracts $(376,857) $-- $(376,857) $-- 
Futures Contracts (1,979,940) (1,979,940 ) -- -- 
Swaps (706,571) -- (706,571) -- 
Written Swaptions (3,631,498) -- (3,631,498) -- 
Total Liabilities $(6,694,866) $(1,979,940) $(4,714,926) $-- 
Total Derivative Instruments: $(5,028,182) $(1,134,917) $(3,893,265) $-- 
Other Financial Instruments:     
TBA Sale Commitments $(406,704,692) $-- $(406,704,692) $-- 
Total Other Financial Instruments: $(406,704,692) $-- $(406,704,692) $-- 

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 28, 2021. 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) $0 $(76,223) 
Total Credit Risk (76,223) 
Foreign Exchange Risk   
Forward Foreign Currency Contracts(b) 404,204 (376,857) 
Total Foreign Exchange Risk 404,204 (376,857) 
Interest Rate Risk   
Futures Contracts(c) 845,023 (1,979,940) 
Purchased Swaptions(d) 1,327,957 
Swaps(e) 417,457 (630,348) 
Written Swaptions(f) (3,631,498) 
Total Interest Rate Risk 2,590,437 (6,241,786) 
Total Value of Derivatives $2,994,641 $(6,694,866) 

 (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.

 (b) Gross value is presented in the Statement of Assets and Liabilities in the unrealized appreciation/depreciation on forward foreign currency contracts line-items.

 (c) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. In the Statement of Assets and Liabilities, the period end daily variation margin is included in receivable or payable for daily variation margin on futures contracts, and the net cumulative appreciation (depreciation) is included in Total accumulated earnings (loss).

 (d) Gross value is included in the Statement of Assets and Liabilities in the investments, at value line-item.

 (e) For centrally cleared over-the-counter (OTC) swaps, reflects gross cumulative appreciation (depreciation) as presented in the Schedule of Investments. In the Statement of Assets and Liabilities, the period end daily variation margin for centrally cleared OTC swaps is included in receivable or payable for daily variation margin on centrally cleared OTC swaps, and the net cumulative appreciation (depreciation) for centrally cleared OTC swaps is included in Total accumulated earnings (loss).

 (f) Gross value is presented in the Statement of Assets and Liabilities in the written options, at value line-item.

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


Financial Statements

Statement of Assets and Liabilities

  February 28, 2021 
Assets   
Investment in securities, at value (including securities loaned of $824,485,696) — See accompanying schedule:
Unaffiliated issuers (cost $35,139,242,520) 
$35,842,212,565  
Fidelity Central Funds (cost $1,314,820,369) 1,314,824,015  
Other affiliated issuers (cost $6,729,234,764) 7,034,068,815  
Total Investment in Securities (cost $43,183,297,653)  $44,191,105,395 
Segregated cash with brokers for derivative instruments  8,143,000 
Cash  15,582,899 
Foreign currency held at value (cost $2,728,214)  2,708,794 
Receivable for investments sold   
Regular delivery  144,387,612 
Delayed delivery  911,869,880 
Receivable for premium on written options  2,778,052 
Receivable for TBA sale commitments  406,375,724 
Unrealized appreciation on forward foreign currency contracts  404,204 
Receivable for fund shares sold  19,230,993 
Dividends receivable  3,236,514 
Interest receivable  62,142,122 
Distributions receivable from Fidelity Central Funds  73,225 
Receivable for daily variation margin on futures contracts  2,404,142 
Receivable for daily variation margin on centrally cleared OTC swaps  487 
Other receivables  457,099 
Total assets  45,770,900,142 
Liabilities   
Payable for investments purchased   
Regular delivery $440,985,080  
Delayed delivery 2,573,034,535  
TBA sale commitments, at value 406,704,692  
Unrealized depreciation on forward foreign currency contracts 376,857  
Payable for fund shares redeemed 21,245,947  
Distributions payable 1,601,962  
Bi-lateral OTC swaps, at value 76,223  
Accrued management fee 967,978  
Written options, at value (premium receivable $2,778,052) 3,631,498  
Other payables and accrued expenses 864,988  
Collateral on securities loaned 815,150,050  
Total liabilities  4,264,639,810 
Net Assets  $41,506,260,332 
Net Assets consist of:   
Paid in capital  $40,204,809,436 
Total accumulated earnings (loss)  1,301,450,896 
Net Assets  $41,506,260,332 
Net Asset Value, offering price and redemption price per share ($41,506,260,332 ÷ 3,779,301,582 shares)  $10.98 

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


Statement of Operations

  Year ended February 28, 2021 
Investment Income   
Dividends:   
Unaffiliated issuers  $625,839,745 
Affiliated issuers  179,016,728 
Interest  245,823,460 
Income from Fidelity Central Funds (including $331,740 from security lending)  892,746 
Total income  1,051,572,679 
Expenses   
Management fee $112,266,630  
Custodian fees and expenses 181,921  
Independent trustees' fees and expenses 433,514  
Registration fees 422,996  
Audit 81,438  
Legal 127,292  
Interest 259  
Miscellaneous 512,272  
Total expenses before reductions 114,026,322  
Expense reductions (102,176,215)  
Total expenses after reductions  11,850,107 
Net investment income (loss)  1,039,722,572 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 514,760,518  
Fidelity Central Funds 21,086  
Other affiliated issuers 390,060,572  
Forward foreign currency contracts (19,439)  
Foreign currency transactions 45,455  
Futures contracts (22,102,111)  
Swaps 3,237,908  
Written options (627,471)  
Capital gain distributions from underlying funds:   
Unaffiliated issuers 458,648,409  
Affiliated issuers 218,621,784  
Total net realized gain (loss)  1,562,646,711 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers (779,696,650)  
Fidelity Central Funds  
Other affiliated issuers (470,110,788)  
Forward foreign currency contracts 27,347  
Assets and liabilities in foreign currencies 62,675  
Futures contracts 5,078,629  
Swaps (1,489,346)  
Written options (451,477)  
Delayed delivery commitments 4,131,650  
Total change in net unrealized appreciation (depreciation)  (1,242,447,959) 
Net gain (loss)  320,198,752 
Net increase (decrease) in net assets resulting from operations  $1,359,921,324 

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


Statement of Changes in Net Assets

 Year ended February 28, 2021 Year ended February 29, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $1,039,722,572 $1,377,667,478 
Net realized gain (loss) 1,562,646,711 459,897,834 
Change in net unrealized appreciation (depreciation) (1,242,447,959) 2,670,041,024 
Net increase (decrease) in net assets resulting from operations 1,359,921,324 4,507,606,336 
Distributions to shareholders (1,992,768,826) (1,560,742,405) 
Share transactions   
Proceeds from sales of shares 7,744,921,184 10,531,970,234 
Reinvestment of distributions 1,942,678,899 1,541,427,164 
Cost of shares redeemed (13,889,572,514) (6,711,834,609) 
Net increase (decrease) in net assets resulting from share transactions (4,201,972,431) 5,361,562,789 
Total increase (decrease) in net assets (4,834,819,933) 8,308,426,720 
Net Assets   
Beginning of period 46,341,080,265 38,032,653,545 
End of period $41,506,260,332 $46,341,080,265 
Other Information   
Shares   
Sold 690,530,666 980,939,776 
Issued in reinvestment of distributions 172,992,449 142,378,833 
Redeemed (1,247,267,147) (623,427,707) 
Net increase (decrease) (383,744,032) 499,890,902 

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


Financial Highlights

Strategic Advisers Core Income Fund

      
Years ended February 28, 2021 2020 A 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $11.13 $10.38 $10.38 $10.50 $10.40 
Income from Investment Operations      
Net investment income (loss)B .286 .354 .324 .270 .300 
Net realized and unrealized gain (loss) .116 .796 (.009) (.106) .174 
Total from investment operations .402 1.150 .315 .164 .474 
Distributions from net investment income (.292) (.350) (.309) (.270) (.297) 
Distributions from net realized gain (.260) (.050) (.006) (.014) (.077) 
Total distributions (.552) (.400) (.315) (.284) (.374) 
Net asset value, end of period $10.98 $11.13 $10.38 $10.38 $10.50 
Total ReturnC 3.59% 11.25% 3.10% 1.54% 4.60% 
Ratios to Average Net AssetsD,E      
Expenses before reductions .28% .28% .30% .31% .31% 
Expenses net of fee waivers, if any .03% .03% .05% .06% .06% 
Expenses net of all reductions .03% .03% .05% .06% .06% 
Net investment income (loss) 2.54% 3.28% 3.15% 2.55% 2.84% 
Supplemental Data      
Net assets, end of period (000 omitted) $41,506,260 $46,341,080 $38,032,654 $35,706,144 $30,150,207 
Portfolio turnover rateF 109% 65% 78% 45% 52% 

 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 mutual funds or exchange-traded funds (ETFs) are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of these expenses. For additional expense information related to investments in Fidelity Central Funds, please refer to the "Investments in Fidelity Central Funds" note found in the Notes to Financial Statements section of the most recent Annual or Semi-Annual report.

 E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment advisor, brokerage services, or other offset arrangements, if applicable, and do not represent the amount paid by the class during periods when reimbursements, waivers or reductions occur.

 F Amount does not include the portfolio activity of any underlying mutual funds or exchange-traded funds (ETFs).

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


Notes to Financial Statements

For the period ended February 28, 2021

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 certain clients of Strategic Advisers LLC (Strategic Advisers), an affiliate of Fidelity Management & Research Company LLC (FMR).

2. Significant Accounting Policies.

The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies. 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 Fair Value Committee (the Committee) established by the Fund's investment adviser. 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, bank loan obligations, 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. For foreign debt securities, when significant market or security specific events arise, valuations may be determined in good faith in accordance with procedures adopted by the Board. Debt securities and swaps are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Exchange-Traded Funds (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. Options traded over-the-counter are valued using vendor or broker-supplied valuations and are categorized as Level 2 in the hierarchy. 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 28, 2021 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. 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.

Realized gains and losses on foreign currency transactions arise from the disposition of foreign currency, realized changes in the value of foreign currency between the trade and settlement dates on security transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on transaction date and the U.S. dollar equivalent of the amounts actually received or paid. Unrealized gains and losses on assets and liabilities in foreign currencies arise from changes in the value of foreign currency, and from assets and liabilities denominated in foreign currencies, other than investments, which are held at period end.

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 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 Fidelity Central Funds, if any, are recorded on the ex-dividend date. Income and capital gain distributions from any underlying mutual funds or exchange-traded funds (ETFs) are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Paid in Kind (PIK) income is recorded at the fair market value of the securities received. 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) for certain Funds, certain independent Trustees have elected to defer receipt of a portion of their annual compensation. Deferred amounts are invested in affiliated mutual funds, are marked-to-market and remain in a fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees presented below are included in the accompanying Statement of Assets and Liabilities in other receivables and other payables and accrued expenses, as applicable.

Strategic Advisers Core Income Fund $454,280 

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 28, 2021, 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 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, futures contracts, swaps, foreign currency transactions, market discount, partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales and futures contracts.

As of period end, the cost and unrealized appreciation (depreciation) in securities, and derivatives if applicable, for federal income tax purposes were as follows:

Gross unrealized appreciation $1,452,013,132 
Gross unrealized depreciation (455,821,621) 
Net unrealized appreciation (depreciation) $996,191,511 
Tax Cost $43,190,664,305 

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

Undistributed ordinary income $1,263,448 
Undistributed long-term capital gain $310,854,952 
Net unrealized appreciation (depreciation) on securities and other investments $989,786,778 

The tax character of distributions paid was as follows:

 February 28, 2021 February 29, 2020 
Ordinary Income $1,706,347,932 $ 1,560,742,405 
Long-term Capital Gains 286,420,894 – 
Total $1,992,768,826 $ 1,560,742,405 

Delayed Delivery Transactions and When-Issued Securities. During the period, certain Funds 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. Securities purchased on a delayed delivery or when-issued basis are identified as such in the Schedule of Investments. Compensation for interest forgone in the purchase of a delayed delivery or when-issued debt security may be received. With respect to purchase commitments, each applicable Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Payables and receivables associated with the purchases and sales of delayed delivery securities having the same coupon, settlement date and broker are offset. Delayed delivery or when-issued securities that have been purchased from and sold to different brokers are reflected as both payables and receivables in the Statement of Assets and Liabilities under the caption "Delayed delivery", as applicable. 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 (including Private Placements). 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.

Loans and Other Direct Debt Instruments. Direct debt instruments are interests in amounts owed to lenders by corporate or other borrowers. These instruments may be in the form of loans, trade claims or other receivables and may include standby financing commitments such as revolving credit facilities that obligate a fund to supply additional cash to the borrower on demand. Loans may be acquired through assignment, participation, or may be made directly to a borrower. Such instruments are presented in the Bank Loan Obligations section in the Schedule of Investments. Certain funds may also invest in unfunded loan commitments, which are contractual obligations for future funding. Information regarding unfunded commitments is included at the end of the Schedule of Investments, if applicable.

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, forward foreign currency contracts, options and 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, to facilitate transactions in foreign-denominated securities 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.
 
Foreign Exchange Risk Foreign exchange rate risk relates to fluctuations in the value of an asset or liability due to changes in currency exchange rates.
 
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 forward foreign currency contracts, options and 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. For OTC written options with upfront premiums received, the Fund is obligated to perform and therefore does not have counterparty risk. For OTC written options with premiums to be received at a future date, the maximum risk of loss from counterparty credit risk is the amount of the premium in excess of any collateral pledged by the counterparty. 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. Exchange-traded futures contracts are not covered by the ISDA Master Agreement; however counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade. 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 $2,445,429 $(411,981) 
Foreign Exchange Risk   
Forward Foreign Currency Contracts (19,439) 27,347 
Interest Rate Risk   
Futures Contracts (22,102,111) 5,078,629 
Purchased Options 3,219,324 (2,411,684) 
Written Options (627,471) (451,477) 
Swaps 792,479 (1,077,365) 
Total Interest Rate Risk (18,717,779) 1,138,103 
Totals $(16,291,789) $753,469 

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.

Forward Foreign Currency Contracts. Forward foreign currency contracts represent obligations to purchase or sell foreign currency on a specified future date at a price fixed at the time the contracts are entered into. The Fund used forward foreign currency contracts to facilitate transactions in foreign-denominated securities and to manage exposure to certain foreign currencies.

Forward foreign currency contracts are valued daily and fluctuations in exchange rates on open contracts are recorded as unrealized appreciation or (depreciation) and reflected in the Statement of Assets and Liabilities. When the contract is closed, the Fund realizes a gain or loss equal to the difference between the closing value and the value at the time it was opened. Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on forward foreign currency contracts during the period is presented in the Statement of Operations.

Any open forward foreign currency contracts at period end are presented in the Schedule of Investments under the caption "Forward Foreign Currency Contracts." The contract amount and unrealized appreciation (depreciation) reflects each contract's exposure to the underlying currency at period end and is representative of volume of activity during the period.

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 bond market and fluctuations in interest rates.

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 on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is presented in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The notional 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. Cash deposited to meet initial margin requirements is presented as segregated cash with brokers for derivative instruments in the Statement of Assets and Liabilities.

Options. Options give the purchaser the right, but not the obligation, to buy (call) or sell (put) an underlying security or financial instrument at an agreed exercise or strike price between or on certain dates. Options obligate the seller (writer) to buy (put) or sell (call) an underlying instrument at the exercise or strike price or cash settle an underlying derivative instrument if the holder exercises the option on or before the expiration date. The Fund uses OTC options, such as swaptions, which are options where the underlying instrument is a swap, to manage its exposure to fluctuations in interest rates.

Upon entering into an options contract, a fund will pay or receive a premium. Premiums paid on purchased options are reflected as cost of investments and premiums received on written options are reflected as a liability on the Statement of Assets and Liabilities. Certain options may be purchased or written with premiums to be paid or received on a future date. Options are valued daily and any unrealized appreciation (depreciation) is reflected on the Statement of Assets and Liabilities. When an option is exercised, the cost or proceeds of the underlying instrument purchased or sold is adjusted by the amount of the premium. When an option is closed the Fund will realize a gain or loss depending on whether the proceeds or amount paid for the closing sale transaction is greater or less than the premium received or paid. When an option expires, gains and losses are realized to the extent of premiums received and paid, respectively. The net realized and unrealized gains (losses) on purchased options are included in the Statement of Operations in net realized gain (loss) and change in net unrealized appreciation (depreciation) on investment securities. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on written options are presented in the Statement of Operations.

Any open options at period end are presented in the Schedule of Investments under the captions "Purchased Options," "Purchased Swaptions," "Written Options" and "Written Swaptions," as applicable, and are representative of volume of activity during the period.

Writing puts and buying calls tend to increase exposure to the underlying instrument while buying puts and writing calls tend to decrease exposure to the underlying instrument. For purchased options, risk of loss is limited to the premium paid, and for written options, risk of loss is the change in value in excess of the premium received.

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 on centrally cleared OTC swaps 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 presented 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, are noted in the table below.

 Purchases ($) Sales ($) 
Strategic Advisers Core Income Fund 31,267,566,344 35,343,340,722 

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 .27% of the Fund's average net assets.

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

Sub-Advisers. FIAM LLC (an affiliate of the investment adviser), PGIM, Inc. and TCW Investment 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.

Brokerage Commissions. A portion of portfolio transactions were placed 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 as follows:

 Amount 
Strategic Advisers Core Income Fund $8 

Interfund Trades. Funds 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. Any 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 Money Market Central Funds are managed by FMR. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date ranged from less than .005% to .01%.

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.

Certain Funds participate 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 participating funds have agreed to pay commitment fees on their pro-rata portion of the line of credit, which are reflected in Miscellaneous expenses on the Statement of Operations, and are listed below.

 Amount 
Strategic Advisers Core Income Fund $94,161 

During the period, there were no borrowings on this line of credit.

8. Security Lending.

Funds lend portfolio securities through a lending agent from time to time in order to earn additional income. On the settlement date of the loan, a fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of a fund and any additional required collateral is delivered to a fund on the next business day. A fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund may apply collateral received from the borrower against the obligation. A fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Any loaned securities are identified as such in the Schedule of Investments, and the value of loaned securities and cash collateral at period end, as applicable, are presented in the Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity requirements. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. Any open loans, including accrued interest, at period end are presented under the caption "Notes payable" in the Statement of Assets and Liabilities, if applicable. Activity in this program during the period for which loans were outstanding was as follows:

 Average Loan Balance Weighted Average Interest Rate Interest Expense 
Strategic Advisers Core Income Fund $7,890,500 .59% $259 

10. 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, 2023. During the period, this waiver reduced the Fund's management fee by $102,176,215.

11. 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 Fund:

Fidelity SAI Total Bond Fund 38% 

12. Coronavirus (COVID-19) Pandemic.

An outbreak of COVID-19 first detected in China during December 2019 has since spread globally and was declared a pandemic by the World Health Organization during March 2020. Developments that disrupt global economies and financial markets, such as the COVID-19 pandemic, may magnify factors that affect the Fund's performance.

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Fidelity Rutland Square Trust II and Shareholders of Strategic Advisers Core Income Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Strategic Advisers Core Income Fund (one of the funds constituting Fidelity Rutland Square Trust II, referred to hereafter as the “Fund”) as of February 28, 2021, the related statement of operations for the year ended February 28, 2021, the statement of changes in net assets for each of the two years in the period ended February 28, 2021, including the related notes, and the financial highlights for each of the five years in the period ended February 28, 2021 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of February 28, 2021, 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 ended February 28, 2021 and the financial highlights for each of the five years in the period ended February 28, 2021 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of February 28, 2021 by correspondence with the custodian, agent banks and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

April 21, 2021



We have served as the auditor of one or more investment companies in the Fidelity group of funds since 1932.

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 12 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.  Each Independent Trustee shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs.  The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees.  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. Robert A. Lawrence 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. Mary C. Farrell 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, and Fidelity's equity and high income funds. 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+

Robert A. Lawrence (1952)

Year of Election or Appointment: 2016

Trustee

Chairman of the Board of Trustees

Mr. Lawrence also serves as Trustee of other funds. Previously, Mr. Lawrence served as a Member of the Advisory Board of certain funds. Prior to his retirement in 2008, Mr. Lawrence served as Vice President of certain Fidelity® funds (2006-2008), Senior Vice President, Head of High Income Division of Fidelity Management & Research Company (investment adviser firm, 2006-2008), and President of Fidelity Strategic Investments (investment adviser firm, 2002-2005).

Charles S. Morrison (1960)

Year of Election or Appointment: 2020

Trustee

Mr. Morrison also serves as Trustee of other funds. Previously, Mr. Morrison served as President (2017-2018) and Director (2014-2018) of Fidelity SelectCo, LLC (investment adviser firm), President of Fidelity Management & Research Company (FMR) (investment adviser firm, 2016-2018), a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2014-2018), President, Asset Management (2014-2018), Trustee of the Fidelity Equity and High Income Funds (283 funds as of December 2018) (2014-2018), and was an employee of Fidelity Investments. Mr. Morrison also previously served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

 * 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 U.S. Core Property Fund (and, previously, other funds) of BlackRock Realty Group (2006-present). Previously, Mr. Aldrich served as 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 previously was a founder, Chief Executive Officer, and Chairman of AEW Capital Management, L.P. (then “Aldrich, Eastman and Waltch, L.P.”). Mr. Aldrich also served as a Director of LivelyHood, Inc. (private corporation, 2013-2020), a Trustee for the Fidelity Rutland Square Trust (2005-2010), 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 Emeritus of the Board of Directors of the National Bureau of Economic Research, the Board of Trustees of the Museum of Fine Arts Boston and the Board of Overseers of the Massachusetts Eye and Ear Infirmary.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee 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 serves as Chairman of the Board of Trustees of Yale-New Haven Hospital and Vice Chairman of the Yale New Haven Health System Board and previously served as Trustee on the Board of Overseers of the New York University Stern School of Business.

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) and Chief Executive Officer (2013-present) 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), Advisory Board Member of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Trustee of the Brigham and Women’s Hospital (2016-present), Overseer of the Boston Symphony Orchestra (2014-present), Member of the Board of Directors of The Advertising Council, Inc. (2016-present), Member of the Ron Burton Training Village Executive Board of Advisors (2018-present), Member of the Executive Committee of The Ad Council, Inc. (2019-present), and Member of the Board of Directors of The Ad Club of Boston (2020-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).

Christine Marcks (1955)

Year of Election or Appointment: 2020

Trustee

Ms. Marcks also serves as Trustee of other Funds. Prior to her retirement, Ms. Marcks served as Chief Executive Officer and President – Prudential Retirement (2007-2017) and Vice President for Rollover and Retirement Income Strategies (2005-2007), Prudential Financial, Inc. (financial services). Previously, Ms. Marcks served as a Member of the Advisory Board of certain Fidelity® funds (2019-2020), was Senior Vice President and Head of Financial Horizons (2002-2004) and Vice President, Strategic Marketing (2000-2002) of Voya Financial (formerly ING U.S.) (financial services), held numerous positions at Aetna Financial Services (financial services, 1987-2000) and served as an International Economist for the United States Department of the Treasury (1980-1987). Ms. Marcks also serves as a member of the Board of Trustees, Audit Committee and Benefits & Operations Committee of the YMCA Retirement Fund (2018-present), a non-profit organization providing retirement plan benefits to YMCA staff members, and as a member of the Board of Trustees of Assumption College (2019-present).

Heidi L. Steiger (1953)

Year of Election or Appointment: 2017

Trustee

Ms. Steiger also serves as Trustee of other funds. Ms. Steiger serves as Managing Partner of Topridge Associates, LLC (consulting, 2005-present), a member of the Advisory Board of the joint degree program in Global Luxury Management at North Carolina State University (Raleigh, NC) and Skema (Paris) (2018-present), a Non-Executive Director of CrowdBureau Corporation (financial technology company and index provider, 2018-present), a member of the Board of Directors (2013-present) and Chair of the Audit Committee and member of the Membership and Executive Committees (2017-present) of Business Executives for National Security (nonprofit), and member of the Board of Directors Chair of the Remuneration Committee of Imagine Intelligent Materials Limited (2019-present) (technology company). Previously, Ms. Steiger served as a member of the Global Advisory Board and Of Counsel to Signum Global Advisors (international policy and strategy, 2018-2020), Eastern Region President of The Private Client Reserve of U.S. Bancorp (banking and financial services, 2010-2015), Advisory Director of Berkshire Capital Securities, LLC (financial services, 2009-2010), President and Senior Advisor of Lowenhaupt Global Advisors, LLC (financial services, 2005-2007), and President and Contributing Editor of Worth Magazine (2004-2005) and held a variety of positions at Neuberger Berman Group, LLC (financial services, 1986-2004), including Partner and Executive Vice President and Global Head of Private Asset Management at Neuberger Berman (1999-2004). Ms. Steiger also served as a member of the Board of Directors of Nuclear Electric Insurance Ltd (insurer of nuclear utilities, 2006-2017), a member of the Board of Trustees and Audit Committee of the Eaton Vance Funds (2007-2010), a member of the Board of Directors of Aviva USA (formerly AmerUs) (insurance, 2004-2014), and a member of the Board of Trustees and Audit Committee and Chair of the Investment Committee of CIFG (financial guaranty insurance, 2009-2012), and a member of the Board of Directors of Kin Group Plc (formerly, Fitbug Holdings) (health and technology, 2016-2017).

 + 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 (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer or Howard E. Cox, Jr. may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Ralph F. Cox (1932)

Year of Election or Appointment: 2020

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board 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, 1999-present). 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 Trustee of other funds (2006-2020), 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.

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board of other funds. Mr. Cox is a Partner of Greylock (venture capital, 1971-present) and a Director of Stryker Corporation (medical products and services, 1974-present). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010). Mr. Cox also serves as a Member of the Secretary of Defense's Business Board of Directors (2008-present), a Director of Business Executives for National Security (1997-present), a Director of the Brookings Institution (2010-present), a Director of the World Economic Forum’s Young Global Leaders Foundation (2009-present), and is a Member of the Harvard Medical School Board of Fellows (2002-present). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as Assistant Treasurer of other funds. Mr. Brown is an employee of Fidelity Investments (2013-present).

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke serves as Head of Investment Operations for Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments (1998-present). Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) 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).

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

Assistant Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato is an employee of Fidelity Investments (2017-present). Previously, Ms. Del Prato served as President and Treasurer of The North Carolina Capital Management Trust: Cash Portfolio and Term Portfolio (2018-2020). Prior to joining Fidelity Investments, Ms. Del Prato served as a Managing Director and Treasurer of the JPMorgan Mutual Funds (2014-2017). Prior to JPMorgan, Ms. Del Prato served as a partner at Cohen Fund Audit Services (accounting firm, 2012-2013) and KPMG LLP (accounting firm, 2004-2012).

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 LLC (investment adviser firm, 2015-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present). Previously, Mr. Gryglewicz served as Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-2019), and as Chief Compliance Officer of certain Fidelity® funds (2014-2018).

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2005-present). Previously, Mr. Hogan served as Deputy Treasurer of certain Fidelity® funds (2016-2020) and Assistant Treasurer of certain Fidelity® funds (2016-2018). 

Christina H. Lee (1975)

Year of Election or Appointment: 2020

Secretary and Chief Legal Officer

Ms. Lee also serves as Secretary and CLO of other funds. Ms. Lee serves as Vice President, Associate General Counsel (2014-present) and is an employee of Fidelity Investments (2007-present). Previously, Ms. Lee served as Assistant Secretary of certain funds (2018-2019).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2020

Assistant Secretary

Ms. Lo Bessette also serves as an officer of other funds. Ms. Lo Bessette serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company LLC (investment adviser firm, 2019-present); and CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present). She is a Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2019-present), and is an employee of Fidelity Investments. Previously, Ms. Lo Bessette served as CLO, Secretary, and Senior Vice President of FMR Co., Inc. (investment adviser firm, 2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2019). Prior to joining Fidelity Investments, Ms. Lo Bessette was Executive Vice President, General Counsel (2016-2019) and Senior Vice President, Deputy General Counsel (2015-2016) of OppenheimerFunds (investment management company) and Deputy Chief Legal Officer (2013-2015) of Jennison Associates LLC (investment adviser firm).

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Maher served as Assistant Treasurer of certain funds (2013-2020); 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).

Brett Segaloff (1972)

Year of Election or Appointment: 2021

Anti-Money Laundering (AML) Officer

Mr. Segaloff also serves as an AML Officer of other funds and other related entities. He is Director, Anti-Money Laundering (2007-present) of FMR LLC (diversified financial services company) and is an employee of Fidelity Investments (1996-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2020

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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 (accounting firm, 1996-2009). Previously, Ms. Smith served as Assistant Treasurer (2013-2019) and Deputy Treasurer (2013-2016) of certain Fidelity® funds.

Marc L. Spector (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Spector also serves as an officer of other funds. Mr. Spector serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2016-present). Prior to joining Fidelity Investments, Mr. Spector served as Director at the Siegfried Group (accounting firm, 2013-2016), and prior to Siegfried Group as audit senior manager at Deloitte & Touche LLP (accounting firm, 2005-2013).

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as Assistant Treasurer of other funds. Mr. Wegmann is an employee of Fidelity Investments (2011-present).

Shareholder Expense Example

As a shareholder, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or redemption proceeds, as applicable and (2) ongoing costs, which generally include 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 a 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, 2020 to February 28, 2021).

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 for a class/Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. If any fund is a shareholder of any underlying mutual funds or exchange-traded funds (ETFs) (the Underlying Funds), such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses incurred presented in the table. These fees and expenses are not included in the 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 actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the 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. If any fund is a shareholder of any Underlying Funds, such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses as presented in the table. These fees and expenses are not included in the 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, 2020 
Ending
Account Value
February 28, 2021 
Expenses Paid
During Period-B
September 1, 2020
to February 28, 2021 
Strategic Advisers Core Income Fund .03%    
Actual  $1,000.00 $997.00 $.15 
Hypothetical-C  $1,000.00 $1,024.65 $.15 

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

 B Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/ 365 (to reflect the one-half year period). The fees and expenses of any Underlying Funds are not included in each 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 12, 2021, to shareholders of record at the opening of business on April 9, 2021, a distribution of $0.083 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 28, 2021, $ 608,770,304, or, if subsequently determined to be different, the net capital gain of such year.

A total of 8.43% 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 designates $471,697,603 of distributions paid in the calendar year 2020 as qualifying to be taxed as section 163(j) interest dividends.

The fund will notify shareholders in January 2022 of amounts for use in preparing 2021 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 a meeting on the renewal of the management contract with Strategic Advisers LLC (Strategic Advisers) and the sub-advisory agreements with FIAM LLC and PGIM, Inc. (each a Sub-Adviser and collectively, the Sub-Advisers) (collectively, the Sub-Advisory Agreements and, together with the management contract, the Advisory Contracts) for the fund. Strategic Advisers and the Sub-Advisers are referred to herein as the Investment Advisers. 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, covers an extensive agenda of topics and materials and 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. The Board, acting directly and through its committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts.

At its September 2020 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination to renew the fund's Advisory Contracts, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services 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 provided by and the profits, if any, realized by Strategic Advisers from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and are realized as the fund grows and 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 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 Advisers, including the backgrounds of the fund's investment personnel and also considered 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 investment personnel 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, among other things, (i) setting, implementing and monitoring the investment strategies for the funds; (ii) identifying and recommending sub-advisers for the funds; (iii) overseeing compliance with federal securities laws by each sub-adviser with respect to the portion of fund assets allocated to the sub-adviser; (iv) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (v) 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 Strategic Advisers' sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

The Board also considered the nature, extent and quality of services provided by each Sub-Adviser. The Trustees noted that under the Sub-Advisory Agreements subject to oversight by Strategic Advisers, each Sub-Adviser is responsible for, among other things, identifying investments for the portion of fund assets allocated to the Sub-Adviser, if any, and executing portfolio transactions to implement its investment strategy. In addition, the Trustees noted that each Sub-Adviser is responsible for providing such reporting as may be requested from Strategic Advisers to fulfill its oversight responsibilities discussed above.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staffs, 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. The Board also considered the Investment Advisers' investments in business continuity planning, and their success in continuously providing services to the fund notwithstanding the severe disruptions caused by the COVID-19 pandemic.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of administrative and shareholder services performed by Strategic Advisers and its affiliates under the management contract and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including 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 and its performance history.

In connection with the renewal of the Advisory Contracts, the Board considered annualized return information for the fund for different time periods, measured against an appropriate securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

The Board considered discussions that occur at Board meetings throughout the year with representatives of Strategic Advisers about fund investment performance and the performance of each Sub-Adviser as part of regularly scheduled fund reviews and other reports to the Board on fund performance, taking into account various factors including general market conditions. In its discussions with representatives of Strategic Advisers regarding fund performance, the Board gave particular attention to information indicating underperformance of certain funds for specific time periods and discussed with Strategic Advisers the reasons for any such underperformance.

The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2019, 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, in the second quartile for the three-year period, and in the first quartile for the five-year period ended December 31, 2019. The Board also noted that the fund had out-performed 47%, 72%, and 79% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2019. The Board also noted that the investment performance of the fund was higher than its benchmark for the one-, 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 continue to benefit the shareholders of the fund.

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, as discussed below. The Board also noted Strategic Advisers' proposal to extend the management fee waiver and considered the fund's contractual maximum aggregate annual management fee rate. 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 also are 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 %s 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 was considered by the Board.

Strategic Advisers Core Income Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for the 12-month period ended December 31, 2019.

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 rate as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, 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 12-month period ended December 31, 2019.

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 and each Sub-Adviser, 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 the 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 relationships 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.

A public accounting firm has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. The 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 certain fund profitability information and its conformity to established allocation methodologies. After considering the 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 Fidelity's non-fund businesses and potential indirect benefits such businesses may have received as a result of their association with Fidelity's mutual fund business (i.e., fall-out benefits) as well as cases where Fidelity's affiliates may benefit from the fund's business. The Board noted that changes to fall-out benefits year-over-year reflect business developments at Fidelity's various businesses.

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.

The Board also considered information regarding the profitability of the Sub-Advisers' respective relationships with the fund and the potential fall-out benefits, if any, that may accrue to the Sub-Advisers as a result of their respective relationships with the fund. The Board noted the difficulty in evaluating a Sub-Adviser's costs and the profitability of a Sub-Advisory Agreement to a Sub-Adviser because of, among other things, differences in the type and content of information provided by each Sub-Adviser due to differences in business models, cost accounting methods, and profitability calculation methodologies among the Sub-Advisers. Accordingly, the Board considered profitability information provided by the Sub-Advisers in light of the nature of the relationships between Strategic Advisers and the Sub-Advisers with respect to the negotiation of sub-advisory fees.

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 Agreements 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 Strategic Advisers' management fee waiver into consideration.

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 arrangements 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.

Board Approval of New and Amended Sub-Advisory Agreements and New Sub-Subadvisory Agreement

Strategic Advisers Core Income Fund

In December 2020, the Board of Trustees, including the Independent Trustees (together, the Board) voted to approve: (i) a new sub-advisory agreement among Strategic Advisers LLC (Strategic Advisers), TCW Investment Management Company LLC (TCW), and Fidelity Rutland Square Trust II (Trust) on behalf of the fund (New TCW Sub-Advisory Agreement); (ii) an amendment to add a new investment mandate to the existing sub-advisory agreement among Strategic Advisers, PGIM, Inc. (PGIM), and the Trust on behalf of the fund (Amended PGIM Sub-Advisory Agreement); (iii) a new sub-subadvisory agreement among PGIM Limited (PGIML), PGIM, and the Trust on behalf of the Fund (New PGIML Sub-Subadvisory Agreement and together with the New TCW Sub-Advisory Agreement, the New Agreements); and (iv) an amendment to the fee schedules for certain investment mandates in the existing sub-advisory agreement among Strategic Advisers, FIAM LLC (FIAM), and the Trust on behalf of the fund (Amended FIAM Sub-Advisory Agreement, together with the Amended PGIM Sub-Advisory Agreement, the Amended Agreements, and together with the Amended PGIM Sub-Advisory Agreement and the New TCW Sub-Advisory Agreement, the Sub-Advisory Agreements). The Board noted that the Amended FIAM Sub-Advisory Agreement will result in the same or lower fees at all asset levels, and that no other material contract terms are impacted by the Amended FIAM Sub-Advisory Agreement. The Board noted that no material contract terms are impacted by the Amended PGIM Sub-Advisory Agreement except for the amendment to the fee schedule to add the new investment mandate and the addition of certain provisions related to the mandate. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information.

In considering whether to approve each New or Amended 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 each New or Amended Agreement is in the best interests of the fund and its shareholders and does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the fees to be charged under the Sub-Advisory Agreements bear a reasonable relationship to the services to be rendered and 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. The Board's decision to approve each New or Amended Agreement was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board. In addition, individual Trustees did not necessarily attribute the same weight or importance to each factor.

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 considered the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the structures of the investment personnel compensation programs and whether such structures provide appropriate incentives to act in the best interests of the fund.

With respect to the Amended PGIM Sub-Advisory Agreement and New PGIML Sub-Subadvisory Agreement, the Board noted that it previously received and considered materials relating to the nature, extent and quality of services provided by Strategic Advisers and PGIM, including the resources dedicated to investment management and support services, as well as shareholder and administrative services, in connection with its annual renewal of the fund's management contract and sub-advisory agreements at its September 2020 meeting. The Board also took into consideration additional information regarding the new investment mandate provided by Strategic Advisers, PGIM and PGIML. The Board noted its familiarity with the nature, extent and quality of services provided by PGIM to the fund with a different investment mandate and to another Strategic Advisers fund. The Board considered supplemental information provided by PGIML in the Board's November 2020 materials.

With respect to the Amended FIAM Sub-Advisory Agreement, the Board considered the detailed information provided by Strategic Advisers and FIAM in the June 2020 annual contract renewal materials, and noted that it had approved the existing sub-advisory agreement with FIAM at its September 2020 meeting and that the Amended FIAM Sub-Advisory Agreement will not result in any changes to: (i) the nature, extent and quality of the sub-advisory services provided; (ii) the investment process or strategies employed in the management of the fund's assets; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of TCW's, PGIM's and PGIML's respective investment staff, use of technology, and approach to managing and compensating investment personnel. The Board noted that TCW's, PGIM's and PGIML's 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 TCW's, PGIM's and PGIML's trading capabilities and resources and compliance infrastructure, which are integral parts of the investment management process. The Board also considered TCW's, PGIM's and PGIML's investments in business continuity planning, and PGIM's success in continuously providing services to the fund notwithstanding the severe disruptions caused by the COVID-19 pandemic.

Shareholder and Administrative Services.  The Board considered: (i) the nature, extent, quality, and cost of advisory services to be performed by TCW, PGIM and PGIML under the Agreements; and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board considered the historical investment performance of each of TCW and PGIM and PGIML and their respective portfolio managers in managing accounts under a similar investment mandate. The Board did not consider performance to be a material factor in its decision to approve the Amended FIAM Sub-Advisory Agreement because the approval of the Amended FIAM Sub-Advisory Agreement will not result in any changes (i) to the fund's investment processes or strategies; or (ii) in the persons primarily responsible for the day-to-day management of the fund.

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

Competitiveness of Management Fee and Total Fund Expenses.  With respect to the New TCW Sub-Advisory Agreement and the Amended PGIM Sub-Advisory Agreement, the Board considered the amount and nature of the fees to be paid by the fund to Strategic Advisers and by Strategic Advisers to TCW and PGIM, respectively. The Board also considered the projected change in the fund's management fee and total operating expenses, if any, as a result of hiring TCW and adding the new investment mandate for PGIM.

The Board noted that neither the New nor Amended Agreements will result in changes 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 portion of the fund's management fee. The Board further considered that for each of TCW and PGIM, allocating assets to such sub-adviser is expected to result in an increase in the fund's management fee but such increase will be offset by a corresponding decrease in underlying fund expenses. The Board also considered that after allocating assets to each of TCW and PGIM, the fund's management fee and total net expenses are each expected to continue to rank below the competitive peer group median reported in the June 2020 management contract renewal materials.

With respect to the New PGIML Sub-Subadvisory Agreement, the Board considered that PGIM, and not the fund, will compensate PGIML under the terms of the New PGIML Sub-Subadvisory Agreement and that the fund and Strategic Advisers are not responsible for any such fees or expenses. The Board also considered that the New PGIML Sub-Subadvisory Agreement will not result in any changes to the fees paid under the sub-advisory agreement among Strategic Advisers, PGIM, and the Trust on behalf of the fund for the new investment mandate.

With respect to the Amended FIAM Sub-Advisory Agreement, the Board considered that the amendment to the fee schedule is expected to result in a decrease in the total management fee rate of the fund.

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 each of the New and Amended Agreements 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 New and Amended Agreements.

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, as well as information regarding potential fall-out benefits accruing to each sub-adviser, if any, as a result of its relationship with the fund, during its annual renewal of the fund's management contract, sub-advisory agreements, and sub-subadvisory agreements. The Board considered Strategic Advisers' representation that it does not anticipate that the approval of the New and/or Amended Agreements will have a significant impact on the profitability of, or potential 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 management contract, sub-advisory agreements, and sub-subadvisory agreements. The Board noted that the TCW and PGIM Sub-Advisory Agreements each provide, and the FIAM Sub-Advisory Agreement will continue to provide, for breakpoints that have the potential to reduce sub-advisory fees paid to the sub-adviser as assets allocated to the sub-adviser grow. The Board also noted that it did not consider the possible realization of economies of scale to be a significant factor in its decision to approve the New PGIML Sub-Subadvisory Agreement or the Amended FIAM Agreement because the fund will not bear any additional management fees or expenses under the New PGIML Sub-Subadvisory Agreement or the Amended FIAM Agreement.

Conclusion.  Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that each Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that each New Agreement or Amended Agreement is in the best interests of the fund and its shareholders and should be approved. The Board also concluded that the sub-advisory fees to be charged under each Sub-Advisory Agreement 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 each New or Amended Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Liquidity Risk Management Program

The Securities and Exchange Commission adopted Rule 22e-4 under the Investment Company Act of 1940 (the Liquidity Rule) to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that funds will be unable to meet their redemption obligations and mitigating dilution of the interests of fund shareholders.

The Fund has adopted and implemented a liquidity risk management program (the Program) reasonably designed to assess and manage the Fund’s liquidity risk and to comply with the requirements of the Liquidity Rule. The Fund’s Board of Trustees (the Board) has designated the Fund’s investment adviser as administrator of the Program. Strategic Advisers has established a Liquidity Risk Management Committee (the LRM Committee) to manage the Program for each of the Funds. The LRM Committee monitors the adequacy and effectiveness of implementation of the Program and on a periodic basis assesses each Fund’s liquidity risk based on a variety of factors including (1) the Fund’s investment strategy, (2) portfolio liquidity and cash flow projections during normal and reasonably foreseeable stressed conditions, (3) shareholder redemptions and (4) borrowings and other funding sources, as applicable.

In accordance with the Program, each of the Fund’s portfolio investments is classified into one of four liquidity categories described below based on a determination of a reasonable expectation for how long it would take to convert the investment to cash (or sell or dispose of the investment) without significantly changing its market value.

  • Highly liquid investments – cash or convertible to cash within three business days or less
  • Moderately liquid investments – convertible to cash in three to seven calendar days
  • Less liquid investments – can be sold or disposed of, but not settled, within seven calendar days
  • Illiquid investments – cannot be sold or disposed of within seven calendar days

Liquidity classification determinations take into account a variety of factors including various market, trading and investment-specific considerations, as well as market depth, and generally utilize analysis from a third-party liquidity metrics service.

The Liquidity Rule places a 15% limit on a fund’s illiquid investments and requires funds that do not primarily hold assets that are highly liquid investments to determine and maintain a minimum percentage of the fund’s net assets to be invested in highly liquid investments (highly liquid investment minimum or HLIM). The Program includes provisions reasonably designed to comply with the 15% limit on illiquid investments and for determining, periodically reviewing and complying with the HLIM requirement as applicable.

At a recent meeting of the Fund’s Board of Trustees, the LRM Committee provided a written report to the Board pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the annual period from December 1, 2019 through November 30, 2020. The report concluded that the Program has been implemented and is operating effectively and is reasonably designed to assess and manage the Fund’s liquidity risk.

Proxy Voting Results

A special meeting of shareholders was held on November 2, 2020. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.

 # of
Votes 
% of
Votes 
ROBERT A. LAWRENCE 
Affirmative 204,250,982,594.51 96.530 
Withheld 7,343,512,146.85 3.470 
TOTAL 211,594,494,741.36 100.000 
CHARLES S. MORRISON 
Affirmative 204,349,460,488.43 96.576 
Withheld 7,245,034,252.93 3.424 
TOTAL 211,594,494,741.36 100.000 
PETER C. ALDRICH 
Affirmative 203,499,803,652.67 96.175 
Withheld 8,094,691,088.69 3.825 
TOTAL 211,594,494,741.36 100.000 
MARY C. FARRELL 
Affirmative 204,011,925,737.22 96.417 
Withheld 7,582,569,004.14 3.583 
TOTAL 211,594,494,741.36 100.00 
KAREN KAPLAN 
Affirmative 204,297,547,550.53 96.552 
Withheld 7,296,947,190.83 3.448 
TOTAL 211,594,494,741.36 100.000 
CHRISTINE MARCKS 
Affirmative 204,700,871,317.72 96.743 
Withheld 6,893,623,423.64 3.257 
TOTAL 211,594,494,741.36 100.000 
HEIDI L. STEIGER 
Affirmative 204,406,589,957.28 96.603 
Withheld 7,187,904,784.08 3.397 
TOTAL 211,594,494,741.36 100.000 

PROPOSAL 2

To approve the conversion of a fundamental investment policy to a non-fundamental investment policy.

 # of
Votes 
% of
Votes 
Affirmative 34,641,094,730.10 85.478 
Against 2,616,705,287.46 6.456 
Abstain 3,268,952,592.82 8.006 
Broker Non-Vote 0.00 0.000 
TOTAL 40,526,752,610.38 100.000 

PROPOSAL 5

To approve a sub-subadvisory agreement between FIAM LLC (FIAM) and FMR Investment Management (UK) Limited (FMR UK).

 # of
Votes 
% of
Votes 
Affirmative 36,174,825,679.52 89.262 
Against 1,611,762,539.52 3.977 
Abstain 2,740,164,391.34 6.761 
Broker Non-Vote 0.00 0.000 
TOTAL 40,526,752,610.38 100.000 

PROPOSAL 6

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Hong Kong) Limited (FMR H.K.).

 # of
Votes 
% of
Votes 
Affirmative 35,670,740,034.09 80.018 
Against 2,106,664,588.02 5.198 
Abstain 2,749,347,988.27 6.784 
Broker Non-Vote 0.00 0.000 
TOTAL 40,526,752,610.38 100.000 

PROPOSAL 7

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Japan) Limited (FMR Japan).

 # of
Votes 
% of
Votes 
Affirmative 36,158,549,727.58 89.222 
Against 1,678,992,415.73 4.143 
Abstain 2,689,210,467.07 6.635 
Broker Non-Vote 0.00 0.000 
TOTAL 40,526,752,610.38 100.000 
Proposal 1 reflects trust wide proposal and voting results. 





Fidelity Investments

SSC-ANN-0421
1.912891.110


Strategic Advisers® Income Opportunities Fund

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



Annual Report

February 28, 2021

Fidelity Investments



Fidelity Investments

Contents

Note to Shareholders

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of 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

Liquidity Risk Management Program

Proxy Voting Results


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. © 2021 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-PORT. Forms N-PORT are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-PORT 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.institutional.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.



Note to Shareholders:

Early in 2020, the outbreak and spread of a new coronavirus emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and the outlook for corporate earnings. The virus causes a respiratory disease known as COVID-19. On March 11, 2020 the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread.

In the weeks following, as the crisis worsened, we witnessed an escalating human tragedy with wide-scale social and economic consequences from coronavirus-containment measures. The outbreak of COVID-19 prompted a number of measures to limit the spread, including travel and border restrictions, quarantines, and restrictions on large gatherings. In turn, these resulted in lower consumer activity, diminished demand for a wide range of products and services, disruption in manufacturing and supply chains, and – given the wide variability in outcomes regarding the outbreak – significant market uncertainty and volatility. Amid the turmoil, global governments and central banks took unprecedented action to help support consumers, businesses, and the broader economies, and to limit disruption to financial systems.

The situation continues to unfold, and the extent and duration of its impact on financial markets and the economy remain highly uncertain. Extreme events such as the coronavirus crisis are “exogenous shocks” that can have significant adverse effects on mutual funds and their investments. Although multiple asset classes may be affected by market disruption, the duration and impact may not be the same for all types of assets.

Fidelity is committed to helping you stay informed amid news about COVID-19 and during increased market volatility, and we’re taking extra steps to be responsive to customer needs. We encourage you to visit our websites, where we offer ongoing updates, commentary, and analysis on the markets and our funds.

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 28, 2021 Past 1 year Past 5 years Past 10 years 
Strategic Advisers® Income Opportunities Fund 8.05% 7.97% 5.57% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Income Opportunities Fund on February 28, 2011.

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


Period Ending Values

$17,202Strategic Advisers® Income Opportunities Fund

$18,470ICE® BofA® US High Yield Constrained Index

Management's Discussion of Fund Performance

Market Recap:  U.S. taxable investment-grade bonds posted only a small gain for the 12 months ending February 28, 2021, hampered by rising long-term market rates amid faster economic expansion. The Bloomberg Barclays U.S. Aggregate Bond Index added 1.38% for the period. Spreads for corporate bonds widened and yields rose in March 2020 due to robust investor demand for relatively safer assets – especially U.S. Treasury bonds – as the outbreak and spread of COVID-19 threatened global economic growth and corporate earnings, leading to pockets of market illiquidity. Aggressive intervention by the U.S. Federal Reserve boosted liquidity and led to a broad rally for fixed-income assets from April through July. Spreads widened moderately in August and September, amid healthy issuance of new corporate bonds, then narrowed through period end. In February 2021, yields rose because a $1.9 trillion COVID-relief bill offered hopes for a broad economic recovery but led to rising inflation expectations. Within the Bloomberg Barclays index, corporate bonds gained 2.79% for the 12 months, topping the -0.13% return of U.S. Treasuries. Securitized sectors, meanwhile, outpaced Treasuries and the broader market. Outside the index, U.S. corporate high-yield bonds gained 9.38% and Treasury Inflation-Protected Securities (TIPS) rose 5.85%.

Comments from Co-Portfolio Managers Charles Sterling and Jonathan Duggan:  For the fiscal year ending February 28, 2021, the Fund advanced 8.05%, trailing the 8.53% increase in the benchmark ICE BofA℠ U.S. High Yield Constrained Index. Versus the benchmark, the High Income strategy managed by sub-adviser FIAM® (+5%) was the biggest detractor. A combination of adverse security selection within energy, as well as overweighted allocations to more-defensive industries, weighed on this manager's performance. Early in the period, as part of our effort to reduce credit risk in the portfolio, we added Vanguard High Yield Corporate Bond Fund (+6%). This manager's defensive positioning worked well during the first few months of the period but failed to keep pace later on amid investors' increased risk appetite. As a result, it also detracted from the broader Fund's relative result. On the positive side, Fidelity® Capital & Income Fund (+21%) and Artisan High Income Fund (+12%) were the top relative contributors. Fidelity Capital & Income’s opportunistic strategy, which included an allocation to stocks of large information technology firms, worked well in the post-March risk-on environment. Artisan, meanwhile, benefited from security selection in industries that were relatively immune to COVID-19, including insurance brokers and software companies, along with bond picks in energy. In terms of notable positioning changes, in October, we hired T. Rowe Price as a sub-adviser and reallocated the assets from T. Rowe Price High Yield Fund into this new relationship. As of period end, we have a positive outlook for the high-yield market’s risk backdrop. As a result, we reduced our allocation to Vanguard and began increasing exposure to BlackRock High Yield Bond Fund, which pursues an all-weather strategy. We also added to Fidelity® Capital & Income Fund, to potentially benefit from its more aggressive positioning.

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 28, 2021

(excluding cash equivalents) % of fund's net assets 
BlackRock High Yield Bond Portfolio Class K 12.0 
Artisan High Income Fund Investor Shares 11.4 
Fidelity Capital & Income Fund 8.8 
Vanguard High-Yield Corporate Fund Admiral Shares 8.5 
Mainstay High Yield Corporate Bond Fund Class A 8.1 
Eaton Vance Income Fund of Boston Class A 4.0 
CCO Holdings LLC/CCO Holdings Capital Corp. 1.0 
Intercontinental Exchange, Inc. 0.9 
Occidental Petroleum Corp. 0.8 
CSC Holdings LLC 0.8 

Asset Allocation (% of fund's net assets)

As of February 28, 2021 
   Corporate Bonds 43.0% 
   High Yield Fixed-Income Funds 52.8% 
   Stocks 1.2% 
   Other Investments 1.7% 
   Short-Term Investments and Net Other Assets (Liabilities) 1.3% 


Asset allocations of funds in the pie chart reflect the categorizations of assets as defined by Morningstar as of the reporting date.

Schedule of Investments February 28, 2021

Showing Percentage of Net Assets

Corporate Bonds - 43.0%   
 Principal Amount(a) Value 
Convertible Bonds - 0.2%   
COMMUNICATION SERVICES - 0.2%   
Media - 0.2%   
DISH Network Corp.:   
2.375% 3/15/24 2,959,000 2,797,314 
3.375% 8/15/26 9,336,000 8,778,891 
  11,576,205 
ENERGY - 0.0%   
Oil, Gas & Consumable Fuels - 0.0%   
Cheniere Energy, Inc. 4.25% 3/15/45 2,000,000 1,634,416 
Mesquite Energy, Inc.:   
15% 7/15/23 (b)(c) 547,546 547,546 
15% 7/15/23 (b)(c) 317,078 317,078 
  2,499,040 
TOTAL CONVERTIBLE BONDS  14,075,245 
Nonconvertible Bonds - 42.8%   
COMMUNICATION SERVICES - 8.3%   
Diversified Telecommunication Services - 2.5%   
C&W Senior Financing Designated Activity Co.:   
6.875% 9/15/27 (d) 16,265,000 17,423,881 
7.5% 10/15/26 (d) 5,160,000 5,455,720 
Cablevision Lightpath LLC:   
3.875% 9/15/27 (d) 2,627,000 2,607,298 
5.625% 9/15/28 (d) 1,960,000 1,991,850 
Connect Finco SARL / Connect U.S. Finco LLC 6.75% 10/1/26 (d) 1,515,000 1,570,411 
Consolidated Communications, Inc. 6.5% 10/1/28 (d) 995,000 1,065,894 
Embarq Corp. 7.995% 6/1/36 3,097,000 3,681,559 
Frontier Communications Corp.:   
5% 5/1/28 (d) 4,475,000 4,607,908 
5.875% 10/15/27 (d) 3,934,000 4,209,380 
6.75% 5/1/29 (d) 2,590,000 2,712,248 
Level 3 Financing, Inc.:   
3.625% 1/15/29 (d) 2,870,000 2,823,678 
3.75% 7/15/29 (d) 3,775,000 3,765,563 
4.25% 7/1/28 (d) 5,915,000 5,998,461 
4.625% 9/15/27 (d) 5,595,000 5,789,147 
5.375% 5/1/25 2,495,000 2,559,870 
Lumen Technologies, Inc.:   
4.5% 1/15/29 (d) 6,910,000 6,901,363 
5.125% 12/15/26 (d) 4,965,000 5,176,013 
5.625% 4/1/25 860,000 921,232 
5.8% 3/15/22 2,218,000 2,299,245 
6.45% 6/15/21 5,740,000 5,814,620 
6.75% 12/1/23 1,336,000 1,482,960 
6.875% 1/15/28 613,000 691,390 
7.6% 9/15/39 5,075,000 6,105,022 
7.65% 3/15/42 1,587,000 1,906,225 
Qwest Corp. 6.75% 12/1/21 525,000 545,344 
Sable International Finance Ltd. 5.75% 9/7/27 (d) 3,255,000 3,442,163 
SFR Group SA:   
5.125% 1/15/29 (d) 10,587,000 10,645,387 
5.5% 1/15/28 (d) 1,775,000 1,810,695 
7.375% 5/1/26 (d) 9,265,000 9,665,248 
8.125% 2/1/27 (d) 6,835,000 7,450,218 
Sprint Capital Corp.:   
6.875% 11/15/28 11,102,000 14,044,030 
8.75% 3/15/32 7,034,000 10,466,592 
Telecom Italia Capital SA:   
6% 9/30/34 1,817,000 2,098,708 
7.2% 7/18/36 1,278,000 1,638,779 
7.721% 6/4/38 275,000 368,170 
Telenet Finance Luxembourg Notes SARL 5.5% 3/1/28 (d) 2,600,000 2,749,500 
Virgin Media Finance PLC 5% 7/15/30 (d) 3,445,000 3,505,288 
Windstream Escrow LLC 7.75% 8/15/28 (d) 5,511,000 5,641,886 
Zayo Group Holdings, Inc.:   
4% 3/1/27 (d) 3,145,000 3,132,043 
6.125% 3/1/28 (d) 6,328,000 6,524,801 
  181,289,790 
Entertainment - 0.2%   
AMC Entertainment Holdings, Inc. 12% 6/15/26 pay-in-kind (d)(e) 1,696,885 1,306,601 
National CineMedia LLC:   
5.75% 8/15/26 475,000 406,125 
5.875% 4/15/28 (d) 475,000 437,000 
Netflix, Inc.:   
3.875% 11/15/29 (d) EUR725,000 1,041,476 
5.375% 11/15/29 (d) 1,360,000 1,606,772 
5.875% 11/15/28 2,365,000 2,830,905 
6.375% 5/15/29 3,790,000 4,709,075 
  12,337,954 
Interactive Media & Services - 0.0%   
ANGI Homeservices, Inc. 3.875% 8/15/28 (d) 305,000 311,863 
Media - 4.4%   
Advantage Sales & Marketing, Inc. 6.5% 11/15/28 (d) 4,954,000 5,077,850 
Altice Financing SA:   
5% 1/15/28 (d) 5,795,000 5,795,637 
7.5% 5/15/26 (d) 7,995,000 8,345,661 
Altice France Holding SA:   
6% 2/15/28 (d) 11,460,000 11,216,475 
10.5% 5/15/27 (d) 3,065,000 3,445,980 
AMC Networks, Inc. 5% 4/1/24 700,000 708,750 
Beasley Mezzanine Holdings LLC 8.625% 2/1/26 (d) 770,000 779,625 
CCO Holdings LLC/CCO Holdings Capital Corp.:   
4.25% 2/1/31 (d) 13,725,000 13,896,563 
4.5% 8/15/30 (d) 6,965,000 7,212,258 
4.5% 5/1/32 (d) 14,579,000 14,975,549 
4.75% 3/1/30 (d) 2,831,000 2,954,715 
5% 2/1/28 (d) 11,253,000 11,787,518 
5.125% 5/1/27 (d) 5,955,000 6,238,458 
5.375% 6/1/29 (d) 6,405,000 6,902,797 
5.5% 5/1/26 (d) 4,760,000 4,924,220 
5.75% 2/15/26 (d) 3,005,000 3,105,818 
5.875% 5/1/27 (d) 630,000 652,050 
Clear Channel Outdoor Holdings, Inc. 7.75% 4/15/28 (d) 2,650,000 2,689,750 
Clear Channel Worldwide Holdings, Inc.:   
5.125% 8/15/27 (d) 4,215,000 4,282,440 
9.25% 2/15/24 12,379,000 12,889,634 
CSC Holdings LLC:   
3.375% 2/15/31 (d) 1,067,000 1,024,320 
4.125% 12/1/30 (d) 4,232,000 4,248,928 
4.625% 12/1/30 (d) 19,862,000 19,806,982 
5.25% 6/1/24 976,000 1,050,420 
5.5% 5/15/26 (d) 4,310,000 4,458,156 
5.5% 4/15/27 (d) 3,510,000 3,693,222 
5.75% 1/15/30 (d) 3,390,000 3,617,808 
6.5% 2/1/29 (d) 2,635,000 2,905,351 
6.75% 11/15/21 2,000,000 2,065,000 
7.5% 4/1/28 (d) 5,160,000 5,683,534 
Diamond Sports Group LLC/Diamond Sports Finance Co.:   
5.375% 8/15/26 (d) 9,860,000 6,972,992 
6.625% 8/15/27 (d) 14,850,000 7,647,750 
DISH DBS Corp.:   
5% 3/15/23 926,000 953,780 
5.875% 7/15/22 2,475,000 2,580,633 
5.875% 11/15/24 4,114,000 4,309,744 
6.75% 6/1/21 2,647,000 2,676,779 
7.375% 7/1/28 4,225,000 4,428,328 
7.75% 7/1/26 4,854,000 5,341,827 
Dolya Holdco 18 DAC 5% 7/15/28 (d) 3,737,000 3,827,099 
E.W. Scripps Co. 5.125% 5/15/25 (d) 900,000 913,500 
Gray Television, Inc.:   
4.75% 10/15/30 (d) 2,875,000 2,875,000 
5.875% 7/15/26 (d) 1,855,000 1,919,925 
7% 5/15/27 (d) 2,175,000 2,376,188 
iHeartCommunications, Inc.:   
5.25% 8/15/27 (d) 1,675,000 1,716,875 
6.375% 5/1/26 335,000 354,464 
8.375% 5/1/27 8,650,000 9,172,287 
Lamar Media Corp. 3.625% 1/15/31 (d) 625,000 617,581 
LCPR Senior Secured Financing DAC 6.75% 10/15/27 (d) 345,000 370,444 
MDC Partners, Inc. 7.5% 5/1/24 (d)(f) 3,345,000 3,370,088 
Meredith Corp. 6.875% 2/1/26 2,660,000 2,714,104 
Nexstar Broadcasting, Inc.:   
4.75% 11/1/28 (d) 3,100,000 3,165,875 
5.625% 7/15/27 (d) 2,118,000 2,237,138 
Outfront Media Capital LLC / Corp.:   
4.25% 1/15/29 (d) 350,000 340,375 
5% 8/15/27 (d) 100,000 101,625 
6.25% 6/15/25 (d) 355,000 376,300 
Radiate Holdco LLC/Radiate Financial Service Ltd.:   
4.5% 9/15/26 (d) 5,382,000 5,449,275 
6.5% 9/15/28 (d) 8,410,000 8,830,500 
Scripps Escrow II, Inc.:   
3.875% 1/15/29 (d) 600,000 589,275 
5.375% 1/15/31 (d) 1,235,000 1,251,981 
Scripps Escrow, Inc. 5.875% 7/15/27 (d) 200,000 208,400 
Sinclair Television Group, Inc.:   
5.125% 2/15/27 (d) 2,985,000 2,963,210 
5.5% 3/1/30 (d) 1,130,000 1,134,475 
5.875% 3/15/26 (d) 925,000 945,535 
Sirius XM Radio, Inc.:   
4.125% 7/1/30 (d) 6,380,000 6,443,800 
4.625% 7/15/24 (d) 1,010,000 1,040,189 
5% 8/1/27 (d) 935,000 973,587 
5.375% 7/15/26 (d) 2,125,000 2,194,700 
5.5% 7/1/29 (d) 5,895,000 6,379,569 
Tegna, Inc.:   
4.625% 3/15/28 (d) 1,320,000 1,351,350 
4.75% 3/15/26 (d) 500,000 532,500 
5% 9/15/29 480,000 500,189 
Townsquare Media, Inc. 6.875% 2/1/26 (d) 1,725,000 1,804,083 
Univision Communications, Inc.:   
5.125% 2/15/25 (d) 2,825,000 2,827,684 
6.625% 6/1/27 (d) 7,965,000 8,303,513 
9.5% 5/1/25 (d) 1,222,000 1,331,613 
Urban One, Inc. 7.375% 2/1/28 (d) 1,145,000 1,153,175 
Virgin Media Secured Finance PLC:   
4.5% 8/15/30 (d) 2,450,000 2,505,125 
5.5% 8/15/26 (d) 840,000 874,545 
5.5% 5/15/29 (d) 1,110,000 1,189,720 
VTR Finance BV 6.375% 7/15/28 (d) 660,000 721,050 
Ziggo Bond Co. BV:   
5.125% 2/28/30 (d) 1,485,000 1,548,291 
6% 1/15/27 (d) 3,325,000 3,466,313 
Ziggo BV:   
4.875% 1/15/30 (d)(g) 2,020,000 2,108,375 
5.5% 1/15/27 (d) 3,352,000 3,482,762 
  319,900,954 
Wireless Telecommunication Services - 1.2%   
Digicel Group 0.5 Ltd. 10% 4/1/24 pay-in-kind (f) 2,053,293 2,022,494 
Digicel Group Ltd. 6.75% 3/1/23 (d) 6,725,000 6,119,750 
Digicel International Finance Ltd. / Digicel Holdings Bermuda Ltd.:   
8% 12/31/26 (d) 1,250,000 1,192,256 
8.75% 5/25/24 (d) 5,370,000 5,604,938 
8.75% 5/25/24 (d) 5,075,000 5,314,477 
13% 12/31/25 pay-in-kind (d)(f) 3,551,600 3,609,314 
Intelsat Jackson Holdings SA:   
5.5% 8/1/23 (h) 3,685,000 2,339,975 
8% 2/15/24 (d) 200,000 206,500 
8.5% 10/15/24 (d)(h) 7,200,000 4,680,000 
9.5% 9/30/22 (d) 3,605,000 4,246,582 
Millicom International Cellular SA:   
4.5% 4/27/31 (d) 200,000 214,000 
5.125% 1/15/28 (d) 3,615,900 3,835,512 
6.25% 3/25/29 (d) 2,245,500 2,517,767 
Sprint Communications, Inc.:   
6% 11/15/22 500,000 534,430 
11.5% 11/15/21 195,000 208,163 
Sprint Corp.:   
7.125% 6/15/24 14,305,000 16,471,492 
7.25% 9/15/21 1,921,000 1,976,440 
7.625% 2/15/25 2,050,000 2,439,500 
7.625% 3/1/26 1,000,000 1,227,880 
7.875% 9/15/23 5,150,000 5,945,933 
T-Mobile U.S.A., Inc.:   
2.25% 2/15/26 1,425,000 1,419,514 
2.625% 2/15/29 1,175,000 1,150,031 
2.875% 2/15/31 4,140,000 4,062,375 
6% 3/1/23 1,525,000 1,532,930 
6% 4/15/24 400,000 402,500 
6.5% 1/15/26 4,500,000 4,640,625 
Telesat Canada/Telesat LLC 6.5% 10/15/27 (d) 1,165,000 1,202,315 
  85,117,693 
TOTAL COMMUNICATION SERVICES  598,958,254 
CONSUMER DISCRETIONARY - 7.1%   
Auto Components - 0.6%   
Adient Global Holdings Ltd. 4.875% 8/15/26 (d) 5,415,000 5,469,150 
Allison Transmission, Inc.:   
4.75% 10/1/27 (d) 675,000 696,938 
5.875% 6/1/29 (d) 2,466,000 2,663,280 
American Axle & Manufacturing, Inc.:   
6.25% 4/1/25 1,300,000 1,339,130 
6.25% 3/15/26 1,000,000 1,021,240 
6.5% 4/1/27 3,630,000 3,790,228 
6.875% 7/1/28 550,000 581,944 
Cooper Standard Auto, Inc. 5.625% 11/15/26 (d) 800,000 695,440 
Dana Financing Luxembourg SARL:   
5.75% 4/15/25 (d) 1,615,000 1,656,586 
6.5% 6/1/26 (d) 765,000 793,688 
Dana, Inc.:   
5.375% 11/15/27 2,570,000 2,685,650 
5.625% 6/15/28 3,140,000 3,332,325 
Panther BF Aggregator 2 LP / Panther Finance Co., Inc.:   
6.25% 5/15/26 (d) 125,000 133,125 
8.5% 5/15/27 (d) 7,420,000 8,006,180 
Patrick Industries, Inc. 7.5% 10/15/27 (d) 325,000 354,656 
Real Hero Merger Sub 2 6.25% 2/1/29 (d) 590,000 607,700 
Tenneco, Inc.:   
5% 7/15/24 (Reg. S) EUR275,000 338,554 
5% 7/15/26 2,300,000 2,159,125 
5.375% 12/15/24 1,710,000 1,689,018 
7.875% 1/15/29 (d) 1,505,000 1,686,962 
The Goodyear Tire & Rubber Co. 9.5% 5/31/25 490,000 550,589 
  40,251,508 
Automobiles - 0.5%   
Ford Motor Co.:   
4.75% 1/15/43 5,440,000 5,502,560 
5.291% 12/8/46 6,425,000 6,786,406 
8.5% 4/21/23 715,000 799,906 
9% 4/22/25 9,170,000 11,132,013 
9.625% 4/22/30 3,005,000 4,251,174 
PM General Purchaser LLC 9.5% 10/1/28 (d) 1,725,000 1,899,139 
Tesla, Inc. 5.3% 8/15/25 (d) 3,250,000 3,382,275 
  33,753,473 
Distributors - 0.0%   
American Builders & Contractors Supply Co., Inc. 5.875% 5/15/26 (d) 1,770,000 1,829,348 
Diversified Consumer Services - 0.4%   
Adtalem Global Education, Inc. 5.5% 3/1/28 (d)(g)(i) 6,730,000 6,698,369 
Frontdoor, Inc. 6.75% 8/15/26 (d) 860,000 914,825 
GEMS MENASA Cayman Ltd. 7.125% 7/31/26 (d) 6,250,000 6,457,031 
Laureate Education, Inc. 8.25% 5/1/25 (d) 9,855,000 10,323,113 
Service Corp. International:   
3.375% 8/15/30 1,540,000 1,511,125 
5.125% 6/1/29 735,000 794,263 
Sotheby's 7.375% 10/15/27 (d) 5,835,000 6,301,800 
  33,000,526 
Hotels, Restaurants & Leisure - 3.9%   
1011778 BC Unlimited Liability Co./New Red Finance, Inc.:   
4% 10/15/30 (d) 12,964,000 12,607,490 
5.75% 4/15/25 (d) 255,000 271,894 
Affinity Gaming LLC 6.875% 12/15/27 (d) 3,085,000 3,270,100 
Aramark Services, Inc.:   
4.75% 6/1/26 2,450,000 2,486,750 
5% 2/1/28 (d) 11,930,000 12,228,250 
6.375% 5/1/25 (d) 6,985,000 7,377,906 
Bally's Corp. 6.75% 6/1/27 (d) 4,750,000 5,085,113 
Boyd Gaming Corp.:   
4.75% 12/1/27 1,375,000 1,397,798 
6% 8/15/26 2,065,000 2,138,576 
6.375% 4/1/26 2,555,000 2,639,647 
8.625% 6/1/25 (d) 1,684,000 1,852,400 
Brinker International, Inc.:   
3.875% 5/15/23 1,750,000 1,754,375 
5% 10/1/24 (d) 2,315,000 2,407,600 
Caesars Entertainment, Inc.:   
6.25% 7/1/25 (d) 5,364,000 5,679,108 
8.125% 7/1/27(d) 9,684,000 10,552,655 
Caesars Resort Collection LLC:   
5.25% 10/15/25 (d) 14,230,000 14,141,774 
5.75% 7/1/25 (d) 895,000 939,750 
Carnival Corp.:   
5.75% 3/1/27 (d) 4,565,000 4,633,475 
6.65% 1/15/28 210,000 221,550 
7.625% 3/1/26 (d) 5,375,000 5,650,469 
9.875% 8/1/27 (d) 2,030,000 2,334,662 
CCM Merger, Inc. 6.375% 5/1/26 (d) 450,000 477,000 
Cedar Fair LP 5.25% 7/15/29 4,120,000 4,130,300 
Cedar Fair LP/Canada's Wonderland Co.:   
5.375% 4/15/27 1,130,000 1,155,001 
5.5% 5/1/25 (d) 2,070,000 2,169,619 
6.5% 10/1/28 (d) 75,000 79,313 
Dave & Buster's, Inc. 7.625% 11/1/25 (d) 1,570,000 1,664,200 
Full House Resorts, Inc. 8.25% 2/15/28 (d) 650,000 689,000 
Genting New York LLC / GENNY Capital, Inc. 3.3% 2/15/26 (d) 550,000 551,582 
Golden Entertainment, Inc. 7.625% 4/15/26 (d) 5,246,000 5,568,996 
Golden Nugget, Inc. 6.75% 10/15/24 (d) 6,675,000 6,787,674 
Hilton Domestic Operating Co., Inc.:   
3.625% 2/15/32 (d) 4,225,000 4,160,949 
3.75% 5/1/29 (d) 325,000 330,623 
4% 5/1/31 (d) 2,955,000 2,995,631 
4.875% 1/15/30 1,732,000 1,866,265 
5.375% 5/1/25 (d) 380,000 399,665 
5.75% 5/1/28 (d) 1,520,000 1,646,358 
Hilton Worldwide Finance LLC/Hilton Worldwide Finance Corp. 4.875% 4/1/27 2,425,000 2,522,000 
International Game Technology PLC:   
5.25% 1/15/29 (d) 3,550,000 3,758,563 
6.25% 2/15/22 (d) 655,000 667,281 
6.25% 1/15/27 (d) 4,881,000 5,527,733 
6.5% 2/15/25 (d) 500,000 552,500 
Jacobs Entertainment, Inc. 7.875% 2/1/24 (d) 2,745,000 2,857,408 
LHMC Finco SARL 7.875% 12/20/23 (d) 1,565,000 1,574,781 
Life Time, Inc.:   
5.75% 1/15/26 (d) 2,020,000 2,055,350 
8% 4/15/26 (d) 770,000 779,625 
Marriott International, Inc. 5.75% 5/1/25 645,000 744,760 
Marriott Ownership Resorts, Inc.:   
6.125% 9/15/25 (d) 820,000 871,250 
6.5% 9/15/26 1,985,000 2,065,293 
MCE Finance Ltd.:   
4.875% 6/6/25 (d) 215,000 220,590 
5.375% 12/4/29 (d) 1,455,000 1,539,797 
5.75% 7/21/28 (d) 1,575,000 1,686,038 
Merlin Entertainments PLC 5.75% 6/15/26 (d) 200,000 211,000 
MGM China Holdings Ltd.:   
5.25% 6/18/25 (d) 715,000 747,845 
5.375% 5/15/24 (d) 670,000 686,750 
5.875% 5/15/26 (d) 665,000 699,992 
MGM Resorts International:   
4.625% 9/1/26 188,000 197,165 
4.75% 10/15/28 3,673,000 3,822,877 
5.5% 4/15/27 2,259,000 2,450,337 
6% 3/15/23 905,000 964,956 
6.75% 5/1/25 6,325,000 6,771,735 
7.75% 3/15/22 250,000 264,063 
Mohegan Tribal Gaming Authority 8% 2/1/26 (d) 3,245,000 3,208,494 
Motion Bondco DAC 6.625% 11/15/27 (d) 3,400,000 3,502,000 
NCL Corp. Ltd.:   
3.625% 12/15/24 (d) 1,950,000 1,822,665 
5.875% 3/15/26 (d) 1,600,000 1,607,680 
10.25% 2/1/26 (d) 970,000 1,127,625 
Peninsula Pacific Entertainment LLC 8.5% 11/15/27 (d) 3,580,000 3,848,500 
Penn National Gaming, Inc. 5.625% 1/15/27 (d) 2,900,000 3,030,500 
Royal Caribbean Cruises Ltd.:   
5.25% 11/15/22 1,890,000 1,926,023 
9.125% 6/15/23 (d) 520,000 570,700 
11.5% 6/1/25 (d) 5,475,000 6,412,594 
Scientific Games Corp.:   
5% 10/15/25 (d) 4,920,000 5,059,974 
7% 5/15/28 (d) 2,665,000 2,824,101 
7.25% 11/15/29 (d) 4,229,000 4,599,038 
8.25% 3/15/26 (d) 8,295,000 8,792,949 
8.625% 7/1/25 (d) 4,515,000 4,862,113 
SeaWorld Parks & Entertainment, Inc. 9.5% 8/1/25 (d) 1,885,000 2,040,588 
Six Flags Entertainment Corp.:   
4.875% 7/31/24 (d) 980,000 980,804 
5.5% 4/15/27 (d) 1,975,000 2,016,747 
Six Flags Theme Park, Inc. 7% 7/1/25 (d) 270,000 291,068 
Stars Group Holdings BV 7% 7/15/26 (d) 2,040,000 2,139,817 
Station Casinos LLC:   
4.5% 2/15/28 (d) 4,844,000 4,825,835 
5% 10/1/25 (d) 1,715,000 1,729,072 
Studio City Finance Ltd. 5% 1/15/29 (d) 835,000 847,525 
Travel+Leisure Co. 4.625% 3/1/30 (d) 250,000 259,140 
Vail Resorts, Inc. 6.25% 5/15/25 (d) 605,000 646,080 
Viking Cruises Ltd.:   
7% 2/15/29 (d) 675,000 685,125 
13% 5/15/25 (d) 1,175,000 1,383,281 
Viking Ocean Cruises Ship VII Ltd. 5.625% 2/15/29 (d) 845,000 850,493 
Voc Escrow Ltd. 5% 2/15/28 (d) 1,325,000 1,309,233 
Wyndham Hotels & Resorts, Inc. 4.375% 8/15/28 (d) 1,190,000 1,213,800 
Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 5.25% 5/15/27 (d) 5,810,000 6,166,676 
Wynn Macau Ltd.:   
4.875% 10/1/24 (d) 1,485,000 1,493,613 
5.125% 12/15/29 (d) 375,000 382,500 
5.5% 1/15/26 (d) 1,345,000 1,394,765 
5.5% 10/1/27 (d) 2,495,000 2,583,884 
5.625% 8/26/28 (d) 4,730,000 4,919,200 
Wynn Resorts Finance LLC / Wynn Resorts Capital Corp.:   
5.125% 10/1/29 (d) 2,918,000 3,071,195 
7.75% 4/15/25 (d) 1,229,000 1,333,711 
Yum! Brands, Inc.:   
3.625% 3/15/31 47,000 45,179 
5.35% 11/1/43 1,490,000 1,609,200 
6.875% 11/15/37 2,425,000 3,031,250 
7.75% 4/1/25 (d) 770,000 844,921 
  279,872,865 
Household Durables - 0.6%   
Ashton Woods U.S.A. LLC/Ashton Woods Finance Co.:   
6.625% 1/15/28 (d) 1,500,000 1,606,275 
6.75% 8/1/25 (d) 3,525,000 3,639,563 
Beazer Homes U.S.A., Inc.:   
5.875% 10/15/27 2,675,000 2,795,375 
7.25% 10/15/29 7,175,000 7,964,250 
Brookfield Residential Properties, Inc./Brookfield Residential U.S. Corp.:   
4.875% 2/15/30 (d) 2,379,000 2,407,405 
6.25% 9/15/27 (d) 4,813,000 5,077,763 
6.375% 5/15/25 (d) 500,000 513,125 
CD&R Smokey Buyer, Inc. 6.75% 7/15/25 (d) 170,000 180,625 
Century Communities, Inc.:   
5.875% 7/15/25 500,000 521,428 
6.75% 6/1/27 1,450,000 1,544,250 
KB Home:   
4.8% 11/15/29 1,575,000 1,693,125 
6.875% 6/15/27 1,550,000 1,829,000 
M/I Homes, Inc.:   
4.95% 2/1/28 1,910,000 2,003,819 
5.625% 8/1/25 680,000 706,350 
Meritage Homes Corp.:   
5.125% 6/6/27 1,836,000 2,060,910 
6% 6/1/25 1,000,000 1,122,500 
New Home Co. LLC 7.25% 10/15/25 (d) 1,300,000 1,332,240 
Newell Brands, Inc. 5.875% 4/1/36 270,000 336,150 
Picasso Finance Sub, Inc. 6.125% 6/15/25 (d) 520,000 555,214 
STL Holding Co. LLC 7.5% 2/15/26 (d) 950,000 980,875 
Taylor Morrison Communities, Inc./Monarch Communities, Inc.:   
5.625% 3/1/24 (d) 250,000 270,128 
5.875% 4/15/23 (d) 910,000 964,600 
Tempur Sealy International, Inc. 5.5% 6/15/26 1,095,000 1,132,657 
TopBuild Corp. 3.625% 3/15/29 (d)(g) 975,000 978,656 
TRI Pointe Homes, Inc.:   
5.25% 6/1/27 575,000 621,920 
5.7% 6/15/28 180,000 200,250 
  43,038,453 
Internet & Direct Marketing Retail - 0.2%   
Expedia, Inc.:   
4.625% 8/1/27 (d) 240,000 267,089 
6.25% 5/1/25 (d) 925,000 1,081,097 
7% 5/1/25 (d) 780,000 862,333 
Match Group Holdings II LLC 4.125% 8/1/30 (d) 350,000 361,813 
Photo Holdings Merger Sub, Inc. 8.5% 10/1/26 (d) 1,605,000 1,721,716 
Terrier Media Buyer, Inc. 8.875% 12/15/27 (d) 10,299,000 11,032,804 
  15,326,852 
Leisure Products - 0.1%   
Mattel, Inc.:   
5.45% 11/1/41 744,000 840,720 
5.875% 12/15/27 (d) 600,000 653,175 
6.2% 10/1/40 2,500,000 2,950,000 
Vista Outdoor, Inc. 4.5% 3/15/29 (d)(g) 1,425,000 1,412,745 
  5,856,640 
Multiline Retail - 0.0%   
LSF9 Atlantis Holdings LLC / Victra Finance Corp. 7.75% 2/15/26 (d) 680,000 695,212 
Specialty Retail - 0.6%   
Academy Ltd. 6% 11/15/27 (d) 469,000 494,664 
Adient U.S. LLC 9% 4/15/25 (d) 4,605,000 5,100,038 
Caleres, Inc. 6.25% 8/15/23 1,500,000 1,507,500 
Group 1 Automotive, Inc. 4% 8/15/28 (d) 545,000 550,450 
Jaguar Land Rover Automotive PLC 7.75% 10/15/25 (d) 2,485,000 2,683,800 
L Brands, Inc.:   
5.25% 2/1/28 265,000 283,550 
5.625% 10/15/23 1,975,000 2,137,938 
6.625% 10/1/30 (d) 1,335,000 1,495,200 
6.694% 1/15/27 1,030,000 1,160,063 
6.75% 7/1/36 2,350,000 2,825,875 
6.875% 7/1/25 (d) 90,000 98,325 
6.875% 11/1/35 315,000 382,152 
7.5% 6/15/29 745,000 841,850 
9.375% 7/1/25 (d) 960,000 1,188,000 
LBM Acquisition LLC 6.25% 1/15/29 (d) 1,115,000 1,130,565 
Park River Holdings, Inc. 5.625% 2/1/29 (d) 2,600,000 2,547,220 
PetSmart, Inc. 7.125% 3/15/23 (d) 4,000,000 4,007,200 
PetSmart, Inc. / PetSmart Finance Corp.:   
4.75% 2/15/28 (d) 250,000 258,540 
7.75% 2/15/29 (d) 2,270,000 2,434,575 
Rent-A-Center, Inc. 6.375% 2/15/29 (d) 345,000 358,838 
Sally Holdings LLC:   
5.5% 11/1/23 3,000,000 3,015,000 
5.625% 12/1/25 4,123,000 4,215,768 
8.75% 4/30/25 (d) 800,000 880,000 
Specialty Building Products Holdings LLC 6.375% 9/30/26 (d) 1,140,000 1,182,750 
Staples, Inc.:   
7.5% 4/15/26 (d) 1,535,000 1,538,377 
10.75% 4/15/27 (d) 2,330,000 2,225,150 
  44,543,388 
Textiles, Apparel & Luxury Goods - 0.2%   
Hanesbrands, Inc. 5.375% 5/15/25 (d) 2,035,000 2,156,652 
Levi Strauss & Co. 3.5% 3/1/31 (d) 1,565,000 1,582,606 
The William Carter Co.:   
5.5% 5/15/25 (d) 1,975,000 2,083,625 
5.625% 3/15/27 (d) 2,405,000 2,532,766 
Wolverine World Wide, Inc.:   
5% 9/1/26 (d) 2,275,000 2,331,875 
6.375% 5/15/25 (d) 2,305,000 2,463,469 
  13,150,993 
TOTAL CONSUMER DISCRETIONARY  511,319,258 
CONSUMER STAPLES - 1.8%   
Food & Staples Retailing - 0.6%   
Albertsons Companies LLC/Safeway, Inc./New Albertson's, Inc./Albertson's LLC:   
3.5% 3/15/29 (d) 10,285,000 9,881,314 
4.875% 2/15/30 (d) 2,810,000 2,908,968 
5.875% 2/15/28 (d) 3,210,000 3,418,650 
7.5% 3/15/26 (d) 1,565,000 1,712,274 
C&S Group Enterprises LLC 5% 12/15/28 (d) 5,360,000 5,266,200 
Cosan Luxembourg SA 7% 1/20/27 (d) 1,315,000 1,397,598 
Iceland Bondco PLC 4.625% 3/15/25 (Reg. S) GBP1,055,000 1,461,527 
New Albertsons, Inc.:   
7.45% 8/1/29 615,000 731,850 
8% 5/1/31 415,000 518,750 
Performance Food Group, Inc.:   
5.5% 10/15/27 (d) 6,220,000 6,531,560 
6.875% 5/1/25 (d) 1,399,000 1,493,433 
SEG Holding LLC/SEG Finance Corp. 5.625% 10/15/28 (d) 25,000 26,500 
Sigma Holdco BV 7.875% 5/15/26 (d) 905,000 925,815 
U.S. Foods, Inc.:   
4.75% 2/15/29 (d) 2,385,000 2,418,724 
6.25% 4/15/25 (d) 2,890,000 3,074,238 
United Natural Foods, Inc. 6.75% 10/15/28 (d) 890,000 932,275 
  42,699,676 
Food Products - 1.1%   
B&G Foods, Inc.:   
5.25% 4/1/25 3,985,000 4,086,219 
5.25% 9/15/27 2,045,000 2,145,757 
Chobani LLC/Finance Corp., Inc.:   
4.625% 11/15/28 (d) 645,000 665,963 
7.5% 4/15/25 (d) 4,755,000 4,921,520 
JBS U.S.A. LLC/JBS U.S.A. Finance, Inc. 6.75% 2/15/28 (d) 3,050,000 3,347,253 
JBS U.S.A. Lux SA / JBS Food Co.:   
5.5% 1/15/30 (d) 8,200,000 9,184,000 
6.5% 4/15/29 (d) 8,350,000 9,393,750 
Kraft Heinz Foods Co.:   
4.375% 6/1/46 2,875,000 3,132,233 
4.875% 10/1/49 2,035,000 2,374,874 
5% 7/15/35 625,000 756,144 
5% 6/4/42 825,000 970,400 
5.2% 7/15/45 650,000 781,129 
5.5% 6/1/50 1,975,000 2,539,446 
6.875% 1/26/39 690,000 967,463 
7.125% 8/1/39 (d) 525,000 769,910 
Pilgrim's Pride Corp.:   
5.75% 3/15/25 (d) 2,630,000 2,682,074 
5.875% 9/30/27 (d) 5,365,000 5,755,840 
Post Holdings, Inc.:   
4.5% 9/15/31 (d)(g) 4,375,000 4,364,063 
4.625% 4/15/30 (d) 4,004,000 4,064,060 
5.5% 12/15/29 (d) 8,389,000 9,028,745 
5.625% 1/15/28 (d) 1,480,000 1,553,593 
5.75% 3/1/27 (d) 1,070,000 1,120,451 
Simmons Foods, Inc. 4.625% 3/1/29 (d)(g) 650,000 658,385 
TreeHouse Foods, Inc. 4% 9/1/28 1,325,000 1,361,703 
  76,624,975 
Household Products - 0.0%   
Central Garden & Pet Co. 4.125% 10/15/30 47,000 48,804 
Diamond BC BV 5.625% 8/15/25 (Reg. S) EUR520,000 638,386 
Energizer Holdings, Inc. 4.375% 3/31/29 (d) 550,000 548,625 
Spectrum Brands Holdings, Inc.:   
3.875% 3/15/31 (d)(g) 720,000 711,713 
5% 10/1/29 (d) 1,055,000 1,123,575 
5.5% 7/15/30 (d) 610,000 657,342 
5.75% 7/15/25 500,000 515,000 
  4,243,445 
Personal Products - 0.1%   
Prestige Brands, Inc.:   
3.75% 4/1/31 (d)(g) 2,325,000 2,267,340 
6.375% 3/1/24 (d) 1,965,000 1,996,322 
  4,263,662 
Tobacco - 0.0%   
Vector Group Ltd.:   
5.75% 2/1/29 (d) 3,700,000 3,834,366 
10.5% 11/1/26 (d) 325,000 351,000 
  4,185,366 
TOTAL CONSUMER STAPLES  132,017,124 
ENERGY - 6.2%   
Energy Equipment & Services - 0.3%   
Archrock Partners LP / Archrock Partners Finance Corp. 6.875% 4/1/27 (d) 865,000 912,765 
DCP Midstream Operating LP 6.75% 9/15/37 (d) 1,350,000 1,518,750 
Exterran Energy Solutions LP 8.125% 5/1/25 1,660,000 1,510,600 
Nabors Industries Ltd.:   
7.25% 1/15/26 (d) 850,000 754,651 
7.5% 1/15/28 (d) 2,575,000 2,225,753 
Nabors Industries, Inc. 5.75% 2/1/25 4,375,000 3,472,656 
NuStar Logistics LP 5.75% 10/1/25 4,205,000 4,478,325 
Precision Drilling Corp.:   
5.25% 11/15/24 500,000 467,500 
7.125% 1/15/26 (d) 1,000,000 970,000 
Transocean Guardian Ltd. 5.875% 1/15/24 (d) 967,875 875,927 
Transocean Phoenix 2 Ltd. 7.75% 10/15/24 (d) 201,000 198,990 
Transocean Pontus Ltd. 6.125% 8/1/25 (d) 866,375 827,388 
Transocean Poseidon Ltd. 6.875% 2/1/27 (d) 665,000 621,775 
Transocean Proteus Ltd. 6.25% 12/1/24 (d) 729,000 703,485 
Transocean Sentry Ltd. 5.375% 5/15/23 (d) 1,023,104 978,343 
Transocean, Inc.:   
7.5% 1/15/26 (d) 1,676,000 1,068,450 
8% 2/1/27 (d) 675,000 421,875 
U.S.A. Compression Partners LP:   
6.875% 4/1/26 780,000 805,350 
6.875% 9/1/27 580,000 609,000 
  23,421,583 
Oil, Gas & Consumable Fuels - 5.9%   
Aethon United BR LP / Aethon United Finance Corp. 8.25% 2/15/26 (d) 2,640,000 2,745,600 
Antero Midstream Partners LP/Antero Midstream Finance Corp.:   
5.375% 9/15/24 986,000 993,395 
5.75% 1/15/28 (d) 1,710,000 1,723,894 
7.875% 5/15/26 (d) 125,000 136,016 
Antero Resources Corp.:   
5% 3/1/25 5,065,000 5,037,143 
5.625% 6/1/23 (Reg. S) 808,000 808,970 
7.625% 2/1/29 (d) 2,275,000 2,425,719 
8.375% 7/15/26 (d) 1,775,000 1,941,406 
Apache Corp.:   
4.25% 1/15/30 890,000 899,238 
4.375% 10/15/28 600,000 609,000 
4.625% 11/15/25 770,000 797,913 
4.75% 4/15/43 725,000 708,695 
4.875% 11/15/27 885,000 927,648 
5.1% 9/1/40 3,770,000 3,846,644 
5.25% 2/1/42 125,000 130,000 
5.35% 7/1/49 535,000 532,325 
6% 1/15/37 55,000 62,150 
7.375% 8/15/47 275,000 287,375 
7.75% 12/15/29 200,000 230,000 
Ascent Resources - Utica LLC/ARU Finance Corp.:   
7% 11/1/26 (d) 2,555,000 2,569,372 
8.25% 12/31/28 (d) 1,400,000 1,456,000 
9% 11/1/27 (d) 1,836,000 2,345,490 
Blue Racer Midstream LLC/Blue Racer Finance Corp. 7.625% 12/15/25 (d) 500,000 537,605 
California Resources Corp. 7.125% 2/1/26 (d) 1,755,000 1,756,097 
Cheniere Corpus Christi Holdings LLC:   
5.125% 6/30/27 1,210,000 1,412,558 
5.875% 3/31/25 300,000 345,661 
7% 6/30/24 295,000 342,286 
Cheniere Energy Partners LP:   
4% 3/1/31 (d)(g) 5,200,000 5,240,716 
4.5% 10/1/29 1,440,000 1,515,600 
5.625% 10/1/26 3,675,000 3,818,693 
Cheniere Energy, Inc. 4.625% 10/15/28 (d) 8,951,000 9,306,355 
Chesapeake Energy Corp.:   
5.5% 2/1/26 (d) 1,415,000 1,475,166 
5.875% 2/1/29 (d) 2,600,000 2,775,552 
Citgo Holding, Inc. 9.25% 8/1/24 (d) 6,505,000 6,407,425 
Citgo Petroleum Corp.:   
6.25% 8/15/22 (d) 700,000 700,210 
6.375% 6/15/26 (d) 4,690,000 4,760,350 
7% 6/15/25 (d) 8,279,000 8,535,980 
CNX Resources Corp.:   
6% 1/15/29 (d) 480,000 502,200 
7.25% 3/14/27 (d) 5,046,000 5,399,220 
Comstock Resources, Inc.:   
6.75% 3/1/29 (d)(g) 3,970,000 4,118,875 
7.5% 5/15/25 (d) 1,510,000 1,574,175 
9.75% 8/15/26 2,445,000 2,668,938 
9.75% 8/15/26 2,225,000 2,419,688 
Continental Resources, Inc.:   
4.375% 1/15/28 1,240,000 1,304,753 
4.9% 6/1/44 1,895,000 1,894,432 
5.75% 1/15/31 (d) 4,285,000 4,830,095 
Crestwood Midstream Partners LP/Crestwood Midstream Finance Corp.:   
5.625% 5/1/27 (d) 8,449,000 8,375,071 
5.75% 4/1/25 6,823,000 6,860,868 
6% 2/1/29 (d) 6,205,000 6,139,103 
CrownRock LP/CrownRock Finance, Inc. 5.625% 10/15/25 (d) 350,000 353,500 
CVR Energy, Inc.:   
5.25% 2/15/25 (d) 2,179,000 2,150,673 
5.75% 2/15/28 (d) 4,972,000 4,926,432 
DCP Midstream Operating LP:   
4.75% 9/30/21 (d) 300,000 302,438 
5.125% 5/15/29 5,200,000 5,510,544 
5.375% 7/15/25 1,575,000 1,679,013 
5.6% 4/1/44 195,000 202,313 
5.625% 7/15/27 3,375,000 3,652,526 
6.45% 11/3/36 (d) 865,000 967,070 
8.125% 8/16/30 764,000 1,000,840 
EG Global Finance PLC:   
6.75% 2/7/25 (d) 5,175,000 5,316,536 
8.5% 10/30/25 (d) 4,964,000 5,257,124 
Endeavor Energy Resources LP/EER Finance, Inc.:   
5.5% 1/30/26 (d) 3,685,000 3,758,700 
5.75% 1/30/28 (d) 4,805,000 5,078,885 
6.625% 7/15/25 (d) 828,000 870,294 
EnLink Midstream LLC 5.625% 1/15/28 (d) 440,000 443,850 
EnLink Midstream Partners LP:   
4.4% 4/1/24 380,000 382,850 
5.05% 4/1/45 580,000 461,100 
5.45% 6/1/47 1,210,000 1,001,275 
5.6% 4/1/44 205,000 173,738 
EQM Midstream Partners LP:   
4.125% 12/1/26 475,000 464,347 
4.75% 1/15/31 (d) 2,895,000 2,790,056 
5.5% 7/15/28 180,000 185,400 
6% 7/1/25 (d) 1,590,000 1,679,771 
6.5% 7/1/27 (d) 3,312,000 3,552,816 
EQT Corp.:   
3.9% 10/1/27 4,233,000 4,390,510 
5% 1/15/29 760,000 832,200 
7.625% 2/1/25 (f) 1,300,000 1,510,048 
8.5% 2/1/30 1,597,000 2,088,780 
Global Partners LP/GLP Finance Corp.:   
6.875% 1/15/29 3,095,000 3,358,075 
7% 8/1/27 5,812,000 6,160,720 
Hess Corp.:   
7.3% 8/15/31 165,000 217,497 
7.875% 10/1/29 80,000 106,729 
Hess Midstream Partners LP:   
5.125% 6/15/28 (d) 3,620,000 3,728,600 
5.625% 2/15/26 (d) 4,095,000 4,241,929 
Hilcorp Energy I LP/Hilcorp Finance Co.:   
5.75% 10/1/25 (d) 2,605,000 2,650,588 
5.75% 2/1/29 (d) 1,120,000 1,141,000 
6% 2/1/31 (d) 1,190,000 1,209,373 
6.25% 11/1/28 (d) 3,738,000 3,901,538 
Holly Energy Partners LP/Holly Energy Finance Corp. 5% 2/1/28 (d) 2,875,000 2,896,448 
Magnolia Oil & Gas Operating LLC 6% 8/1/26 (d) 2,200,000 2,268,024 
Matador Resources Co. 5.875% 9/15/26 1,825,000 1,779,375 
MEG Energy Corp.:   
5.875% 2/1/29 (d) 2,405,000 2,441,797 
6.5% 1/15/25 (d) 1,750,000 1,804,688 
7.125% 2/1/27 (d) 3,382,000 3,550,085 
Murphy Oil U.S.A., Inc. 3.75% 2/15/31 (d) 1,100,000 1,098,625 
New Fortress Energy LLC 6.75% 9/15/25 (d) 6,634,000 6,884,102 
Newfield Exploration Co. 5.625% 7/1/24 930,000 1,019,447 
NGL Energy Operating LLC/NGL Energy Finance Corp. 7.5% 2/1/26 (d) 11,545,000 11,903,068 
NGL Energy Partners LP/NGL Energy Finance Corp. 7.5% 11/1/23 2,985,000 2,864,705 
NGPL PipeCo LLC:   
4.875% 8/15/27 (d) 425,000 484,233 
7.768% 12/15/37 (d) 310,000 416,288 
Occidental Petroleum Corp.:   
2.7% 2/15/23 690,000 674,478 
2.9% 8/15/24 4,745,000 4,617,739 
3% 2/15/27 1,315,000 1,234,542 
3.4% 4/15/26 680,000 660,239 
3.45% 7/15/24 525,000 519,750 
3.5% 6/15/25 1,000,000 984,490 
3.5% 8/15/29 2,760,000 2,639,305 
4.1% 2/15/47 200,000 170,000 
4.2% 3/15/48 850,000 724,625 
4.3% 8/15/39 330,000 292,875 
4.4% 4/15/46 1,860,000 1,664,700 
4.4% 8/15/49 1,170,000 1,030,331 
4.625% 6/15/45 225,000 204,750 
5.5% 12/1/25 710,000 751,989 
5.55% 3/15/26 1,755,000 1,873,463 
5.875% 9/1/25 960,000 1,041,600 
6.125% 1/1/31 3,110,000 3,474,492 
6.2% 3/15/40 320,000 345,600 
6.375% 9/1/28 680,000 754,800 
6.45% 9/15/36 2,530,000 2,884,200 
6.625% 9/1/30 3,865,000 4,396,438 
6.95% 7/1/24 756,000 833,490 
7.5% 5/1/31 3,730,000 4,382,750 
7.875% 9/15/31 230,000 272,550 
7.95% 6/15/39 1,225,000 1,476,125 
8% 7/15/25 2,660,000 3,087,263 
8.5% 7/15/27 1,860,000 2,226,801 
8.875% 7/15/30 7,400,000 9,458,162 
Ovintiv, Inc.:   
6.5% 8/15/34 1,160,000 1,447,086 
6.5% 2/1/38 550,000 673,315 
6.625% 8/15/37 250,000 308,982 
PBF Holding Co. LLC/PBF Finance Corp. 9.25% 5/15/25 (d) 6,880,000 6,705,936 
Petrobras Global Finance BV 7.375% 1/17/27 1,180,000 1,436,060 
Range Resources Corp.:   
4.875% 5/15/25 2,700,000 2,671,650 
5% 3/15/23 3,129,000 3,144,645 
8.25% 1/15/29 (d) 520,000 558,844 
9.25% 2/1/26 2,975,000 3,237,425 
Rattler Midstream LP 5.625% 7/15/25 (d) 2,685,000 2,799,113 
Rockies Express Pipeline LLC:   
3.6% 5/15/25 (d) 1,925,000 1,963,500 
4.8% 5/15/30 (d) 100,000 103,512 
4.95% 7/15/29 (d) 1,195,000 1,277,156 
6.875% 4/15/40 (d) 835,000 924,763 
7.5% 7/15/38 (d) 2,800,000 3,164,000 
Sanchez Energy Corp. 7.25% 2/15/23 (c)(d)(h) 3,242,000 
Seven Generations Energy Ltd. 5.375% 9/30/25 (d) 4,435,000 4,607,078 
Sunoco LP/Sunoco Finance Corp.:   
4.5% 5/15/29 (d) 4,650,000 4,650,000 
5.5% 2/15/26 2,383,000 2,451,773 
5.875% 3/15/28 265,000 280,937 
6% 4/15/27 2,535,000 2,638,808 
Tallgrass Energy Partners LP / Tallgrass Energy Finance Corp.:   
5.5% 9/15/24 (d) 2,733,000 2,746,665 
5.5% 1/15/28 (d) 2,290,000 2,249,925 
6% 3/1/27 (d) 5,795,000 5,846,054 
6% 12/31/30 (d) 4,495,000 4,470,727 
7.5% 10/1/25 (d) 1,625,000 1,732,738 
Targa Resources Partners LP/Targa Resources Partners Finance Corp.:   
4% 1/15/32 (d) 6,290,000 6,165,458 
4.25% 11/15/23 750,000 750,218 
4.875% 2/1/31 (d) 8,604,000 8,823,402 
5% 1/15/28 250,000 260,278 
5.375% 2/1/27 6,800,000 7,055,000 
5.5% 3/1/30 3,507,000 3,750,281 
5.875% 4/15/26 715,000 744,530 
6.5% 7/15/27 1,300,000 1,397,708 
6.875% 1/15/29 5,505,000 6,103,669 
Viper Energy Partners LP 5.375% 11/1/27 (d) 2,364,000 2,488,110 
Western Gas Partners LP:   
3.95% 6/1/25 400,000 404,000 
4.35% 2/1/25 2,535,000 2,594,877 
4.65% 7/1/26 380,000 393,384 
5.3% 2/1/30 5,650,000 6,123,301 
5.45% 4/1/44 75,000 79,500 
5.5% 8/15/48 1,025,000 1,055,750 
6.5% 2/1/50 1,350,000 1,553,459 
WPX Energy, Inc.:   
5.25% 9/15/24 2,700,000 3,000,375 
5.25% 10/15/27 1,250,000 1,334,775 
5.75% 6/1/26 2,159,000 2,269,649 
  424,458,191 
TOTAL ENERGY  447,879,774 
FINANCIALS - 2.5%   
Banks - 0.0%   
CIT Group, Inc. 6.125% 3/9/28 625,000 773,438 
Capital Markets - 0.2%   
AssuredPartners, Inc. 5.625% 1/15/29 (d) 1,830,000 1,839,150 
Drawbridge Special Opportunities Fund LP/Drawbridge Special Opportunities Finance Corp. 3.875% 2/15/26 (d) 1,130,000 1,156,841 
Lions Gate Capital Holdings LLC 6.375% 2/1/24 (d) 1,530,000 1,561,686 
LPL Holdings, Inc. 5.75% 9/15/25 (d) 4,351,000 4,482,400 
MSCI, Inc.:   
3.875% 2/15/31 (d) 870,000 913,500 
4% 11/15/29 (d) 875,000 927,596 
  10,881,173 
Consumer Finance - 0.7%   
Ally Financial, Inc.:   
8% 11/1/31 4,126,000 5,908,240 
8% 11/1/31 899,000 1,275,209 
Ford Motor Credit Co. LLC:   
4% 11/13/30 4,390,000 4,488,775 
5.113% 5/3/29 2,945,000 3,224,775 
5.125% 6/16/25 3,370,000 3,639,600 
goeasy Ltd. 5.375% 12/1/24 (d) 200,000 207,000 
Navient Corp.:   
4.875% 3/15/28 1,680,000 1,618,798 
5% 3/15/27 3,230,000 3,165,400 
6.125% 3/25/24 2,435,000 2,567,391 
6.75% 6/25/25 1,255,000 1,350,317 
6.75% 6/15/26 700,000 749,000 
7.25% 1/25/22 220,000 228,250 
7.25% 9/25/23 1,215,000 1,318,275 
SLM Corp. 4.2% 10/29/25 700,000 733,250 
Springleaf Finance Corp.:   
4% 9/15/30 1,175,000 1,140,584 
5.375% 11/15/29 2,865,000 3,022,575 
6.125% 3/15/24 1,395,000 1,499,625 
6.625% 1/15/28 3,701,000 4,208,777 
6.875% 3/15/25 3,671,000 4,140,447 
7.125% 3/15/26 5,714,000 6,599,670 
8.875% 6/1/25 545,000 598,737 
  51,684,695 
Diversified Financial Services - 0.8%   
Antares Holdings LP 3.95% 7/15/26 (d) 675,000 687,698 
Cabot Financial SA (Luxembourg):   
7.5% 10/1/23 (d) GBP253,599 359,928 
7.5% 10/1/23 (Reg. S) GBP110,260 156,490 
Enviva Partners LP / Enviva Partners Finance Corp. 6.5% 1/15/26 (d) 1,350,000 1,412,438 
Fairstone Financial, Inc. 7.875% 7/15/24 (d) 1,550,000 1,626,477 
Five Point Operation Co. LP 7.875% 11/15/25 (d) 4,269,000 4,504,691 
Icahn Enterprises LP/Icahn Enterprises Finance Corp.:   
4.375% 2/1/29 (d) 2,225,000 2,224,333 
4.75% 9/15/24 1,530,000 1,608,413 
5.25% 5/15/27 11,706,000 12,291,300 
6.25% 5/15/26 7,760,000 8,155,450 
One Fifty One PLC 9% 1/15/26 pay-in-kind (d)(f) 616,000 622,160 
P&L Development LLC/PLD Finance Corp. 7.75% 11/15/25 (d) 1,950,000 2,071,875 
Shift4 Payments LLC / Shift4 Payments Finance Sub, Inc. 4.625% 11/1/26 (d) 930,000 972,594 
Venator Finance SARL/Venator Capital Management Ltd.:   
5.75% 7/15/25 (d) 2,985,000 2,932,763 
9.5% 7/1/25 (d) 825,000 932,250 
Verscend Escrow Corp. 9.75% 8/15/26 (d) 8,360,000 8,977,637 
VMED O2 UK Financing I PLC 4.25% 1/31/31 (d) 4,277,000 4,180,768 
  53,717,265 
Insurance - 0.5%   
Acrisure LLC / Acrisure Finance, Inc.:   
4.25% 2/15/29 (d) 1,045,000 1,026,932 
7% 11/15/25 (d) 1,160,000 1,189,000 
10.125% 8/1/26 (d) 975,000 1,123,073 
Alliant Holdings Intermediate LLC:   
4.25% 10/15/27 (d) 354,000 354,000 
6.75% 10/15/27 (d) 10,949,000 11,366,485 
AmWINS Group, Inc. 7.75% 7/1/26 (d) 7,055,000 7,522,394 
Genworth Mortgage Holdings, Inc. 6.5% 8/15/25 (d) 1,565,000 1,691,186 
GTCR AP Finance, Inc. 8% 5/15/27 (d) 1,035,000 1,104,863 
HUB International Ltd. 7% 5/1/26 (d) 5,815,000 6,059,463 
USI, Inc. 6.875% 5/1/25 (d) 4,985,000 5,078,469 
  36,515,865 
Mortgage Real Estate Investment Trusts - 0.0%   
Starwood Property Trust, Inc. 5.5% 11/1/23 (d) 1,425,000 1,485,563 
Thrifts & Mortgage Finance - 0.3%   
Freedom Mortgage Corp. 7.625% 5/1/26 (d) 1,575,000 1,685,250 
Home Point Capital, Inc. 5% 2/1/26 (d) 2,555,000 2,542,225 
MGIC Investment Corp. 5.25% 8/15/28 355,000 373,158 
Nationstar Mortgage Holdings, Inc.:   
5.125% 12/15/30 (d) 2,275,000 2,320,819 
5.5% 8/15/28 (d) 3,030,000 3,113,325 
6% 1/15/27 (d) 2,662,000 2,795,100 
Pennymac Financial Services, Inc.:   
4.25% 2/15/29 (d) 2,725,000 2,691,537 
5.375% 10/15/25 (d) 2,210,000 2,309,450 
Quicken Loans LLC/Quicken Loans Co-Issuer, Inc. 3.875% 3/1/31 (d) 1,750,000 1,736,875 
Quicken Loans, Inc. 5.25% 1/15/28 (d) 3,135,000 3,307,582 
  22,875,321 
TOTAL FINANCIALS  177,933,320 
HEALTH CARE - 3.0%   
Biotechnology - 0.0%   
Emergent BioSolutions, Inc. 3.875% 8/15/28 (d) 47,000 47,661 
Health Care Equipment & Supplies - 0.1%   
AdaptHealth LLC:   
4.625% 8/1/29 (d) 2,350,000 2,353,737 
6.125% 8/1/28 (d) 785,000 832,100 
Avantor Funding, Inc. 4.625% 7/15/28 (d) 4,500,000 4,691,340 
Hologic, Inc.:   
3.25% 2/15/29 (d) 1,985,000 1,981,159 
4.625% 2/1/28 (d) 185,000 195,675 
Teleflex, Inc. 4.25% 6/1/28 (d) 565,000 584,069 
  10,638,080 
Health Care Providers & Services - 2.0%   
Acadia Healthcare Co., Inc.:   
5% 4/15/29 (d) 145,000 151,344 
5.625% 2/15/23 250,000 250,000 
6.5% 3/1/24 600,000 609,750 
AMN Healthcare:   
4% 4/15/29 (d) 2,522,000 2,565,378 
4.625% 10/1/27 (d) 2,065,000 2,142,438 
Centene Corp.:   
3.375% 2/15/30 2,145,000 2,204,417 
4.25% 12/15/27 3,045,000 3,170,606 
4.625% 12/15/29 5,410,000 5,837,390 
Community Health Systems, Inc.:   
4.75% 2/15/31 (d) 2,465,000 2,417,253 
5.625% 3/15/27 (d) 2,670,000 2,812,005 
6% 1/15/29 (d) 2,260,000 2,395,600 
6.875% 4/15/29 (d) 2,215,000 2,273,587 
8% 3/15/26 (d) 3,080,000 3,288,516 
8% 12/15/27 (d) 2,945,000 3,228,456 
8.125% 6/30/24 (d) 1,335,000 1,391,738 
DaVita HealthCare Partners, Inc.:   
3.75% 2/15/31 (d) 3,250,000 3,097,071 
4.625% 6/1/30 (d) 12,045,000 12,255,788 
Encompass Health Corp. 4.625% 4/1/31 525,000 557,681 
HCA Holdings, Inc.:   
3.5% 9/1/30 3,075,000 3,199,454 
5.375% 2/1/25 1,977,000 2,219,183 
5.375% 9/1/26 525,000 599,204 
5.625% 9/1/28 275,000 320,040 
5.875% 2/15/26 875,000 1,011,456 
5.875% 2/1/29 2,030,000 2,393,066 
7.05% 12/1/27 515,000 633,450 
Jaguar Holding Co. II/Pharmaceutical Product Development LLC:   
4.625% 6/15/25 (d) 210,000 218,765 
5% 6/15/28 (d) 205,000 217,300 
LifePoint Health, Inc.:   
4.375% 2/15/27 (d) 624,000 620,306 
6.75% 4/15/25 (d) 3,260,000 3,455,600 
MEDNAX, Inc. 6.25% 1/15/27 (d) 2,525,000 2,666,930 
Molina Healthcare, Inc.:   
3.875% 11/15/30 (d) 955,000 1,000,363 
4.375% 6/15/28 (d) 840,000 873,600 
Prime Healthcare Services 7.25% 11/1/25 (d) 1,150,000 1,230,500 
Radiology Partners, Inc. 9.25% 2/1/28 (d) 2,420,000 2,619,650 
Regionalcare Hospital Partners 9.75% 12/1/26 (d) 7,813,000 8,420,226 
RP Escrow Issuer LLC 5.25% 12/15/25 (d) 4,255,000 4,403,925 
Sabra Health Care LP 5.125% 8/15/26 725,000 821,079 
Select Medical Corp. 6.25% 8/15/26 (d) 770,000 823,900 
Surgery Center Holdings, Inc.:   
6.75% 7/1/25 (d) 1,375,000 1,402,500 
10% 4/15/27 (d) 1,600,000 1,780,032 
Tenet Healthcare Corp.:   
4.625% 7/15/24 3,372,000 3,422,580 
4.625% 9/1/24 (d) 500,000 512,500 
4.625% 6/15/28 (d) 3,089,000 3,213,548 
4.875% 1/1/26 (d) 2,020,000 2,088,054 
5.125% 5/1/25 1,515,000 1,522,575 
5.125% 11/1/27 (d) 3,730,000 3,909,823 
6.125% 10/1/28 (d) 16,605,000 17,480,084 
6.25% 2/1/27 (d) 6,440,000 6,797,420 
6.75% 6/15/23 3,260,000 3,519,431 
6.875% 11/15/31 1,420,000 1,551,350 
7% 8/1/25 2,100,000 2,176,230 
7.5% 4/1/25 (d) 1,825,000 1,981,403 
U.S. Renal Care, Inc. 10.625% 7/15/27 (d) 1,000,000 1,095,000 
Vizient, Inc. 6.25% 5/15/27 (d) 125,000 131,875 
  140,981,420 
Health Care Technology - 0.0%   
IQVIA, Inc. 5% 5/15/27 (d) 1,425,000 1,490,906 
Life Sciences Tools & Services - 0.0%   
Charles River Laboratories International, Inc.:   
4.25% 5/1/28 (d) 145,000 151,344 
5.5% 4/1/26 (d) 735,000 766,238 
  917,582 
Pharmaceuticals - 0.9%   
Bausch Health Companies, Inc.:   
5% 1/30/28 (d) 4,700,000 4,794,000 
5% 2/15/29 (d) 1,490,000 1,506,763 
5.25% 1/30/30 (d) 4,721,000 4,799,841 
5.25% 2/15/31 (d) 3,080,000 3,118,500 
6.125% 4/15/25 (d) 3,625,000 3,711,855 
6.25% 2/15/29 (d) 8,968,000 9,557,198 
7% 3/15/24 (d) 3,280,000 3,351,176 
7% 1/15/28 (d) 4,225,000 4,569,845 
7.25% 5/30/29 (d) 2,560,000 2,836,173 
9% 12/15/25 (d) 2,500,000 2,722,400 
Catalent Pharma Solutions 3.125% 2/15/29 (d) 675,000 666,887 
Cheplapharm Arzneimittel GmbH 5.5% 1/15/28 (d) 375,000 382,500 
Teva Pharmaceutical Finance LLC 6.15% 2/1/36 995,000 1,087,038 
Teva Pharmaceutical Finance Netherlands III BV:   
2.8% 7/21/23 1,070,000 1,048,600 
6% 4/15/24 390,000 406,575 
7.125% 1/31/25 2,650,000 2,868,334 
Valeant Pharmaceuticals International, Inc.:   
8.5% 1/31/27 (d) 9,609,000 10,629,956 
9.25% 4/1/26 (d) 2,961,000 3,282,120 
  61,339,761 
TOTAL HEALTH CARE  215,415,410 
INDUSTRIALS - 4.3%   
Aerospace & Defense - 1.4%   
BBA U.S. Holdings, Inc.:   
4% 3/1/28 (d) 3,000,000 3,037,500 
5.375% 5/1/26 (d) 2,530,000 2,586,925 
Bombardier, Inc.:   
6% 10/15/22 (d) 1,255,000 1,230,377 
7.5% 12/1/24 (d) 3,235,000 3,034,834 
7.5% 3/15/25 (d) 11,605,000 10,625,886 
7.875% 4/15/27 (d) 10,855,000 9,744,534 
8.75% 12/1/21 (d) 6,665,000 6,909,406 
BWX Technologies, Inc.:   
4.125% 6/30/28 (d) 3,000,000 3,116,250 
5.375% 7/15/26 (d) 1,925,000 1,992,375 
DAE Funding LLC:   
4.5% 8/1/22 (d) 655,000 658,889 
5% 8/1/24 (d) 1,340,000 1,378,525 
Howmet Aerospace, Inc.:   
5.95% 2/1/37 105,000 126,257 
6.75% 1/15/28 125,000 148,438 
6.875% 5/1/25 225,000 260,426 
Moog, Inc. 4.25% 12/15/27 (d) 4,217,000 4,332,968 
Spirit Aerosystems, Inc. 7.5% 4/15/25 (d) 2,325,000 2,459,385 
The Boeing Co.:   
5.15% 5/1/30 5,355,000 6,239,979 
5.805% 5/1/50 5,035,000 6,494,901 
5.93% 5/1/60 1,200,000 1,574,470 
TransDigm UK Holdings PLC 6.875% 5/15/26 495,000 520,369 
TransDigm, Inc.:   
4.625% 1/15/29 (d) 3,280,000 3,226,700 
5.5% 11/15/27 13,884,000 14,196,390 
6.25% 3/15/26 (d) 11,930,000 12,572,908 
7.5% 3/15/27 3,295,000 3,512,075 
8% 12/15/25 (d) 3,665,000 3,990,269 
  103,971,036 
Air Freight & Logistics - 0.1%   
XPO Logistics, Inc.:   
6.125% 9/1/23 (d) 500,000 508,125 
6.25% 5/1/25 (d) 4,940,000 5,305,807 
6.75% 8/15/24 (d) 2,898,000 3,042,900 
  8,856,832 
Airlines - 0.2%   
American Airlines, Inc. 11.75% 7/15/25 (d) 2,180,000 2,596,925 
Delta Air Lines, Inc.:   
7% 5/1/25 (d) 1,055,000 1,229,095 
7.375% 1/15/26 1,450,000 1,698,262 
Delta Air Lines, Inc. / SkyMiles IP Ltd.:   
4.5% 10/20/25 (d) 240,000 256,333 
4.75% 10/20/28 (d) 1,030,000 1,140,440 
Hawaiian Brand Intellectual Property Ltd. / HawaiianMiles Loyalty Ltd. 5.75% 1/20/26 (d) 1,815,000 1,903,826 
Mileage Plus Holdings LLC 6.5% 6/20/27 (d) 1,430,000 1,562,275 
United Continental Holdings, Inc.:   
4.25% 10/1/22 660,000 668,250 
4.875% 1/15/25 740,000 758,176 
5% 2/1/24 1,010,000 1,036,513 
  12,850,095 
Building Products - 0.5%   
Advanced Drain Systems, Inc. 5% 9/30/27 (d) 4,950,000 5,197,500 
American Woodmark Corp. 4.875% 3/15/26 (d) 1,390,000 1,415,715 
BCPE Ulysses Intermediate, Inc. 8.5% 4/1/27 pay-in-kind (d)(f) 500,000 508,750 
Building Materials Corp. of America:   
3.375% 1/15/31 (d) 950,000 909,426 
4.375% 7/15/30 (d) 3,745,000 3,864,578 
4.75% 1/15/28 (d) 2,856,000 2,963,100 
5% 2/15/27 (d) 180,000 185,850 
Cornerstone Building Brands, Inc.:   
6.125% 1/15/29 (d) 1,500,000 1,537,500 
8% 4/15/26 (d) 3,812,000 3,957,352 
CP Atlas Buyer, Inc. 7% 12/1/28 (d) 245,000 254,494 
Forterra Finance LLC/FRTA Finance Corp. 6.5% 7/15/25 (d) 1,255,000 1,349,125 
Griffon Corp. 5.75% 3/1/28 2,400,000 2,520,000 
Jeld-Wen, Inc.:   
4.625% 12/15/25 (d) 450,000 454,500 
4.875% 12/15/27 (d) 1,276,000 1,324,616 
Masonite International Corp.:   
5.375% 2/1/28 (d) 650,000 685,750 
5.75% 9/15/26 (d) 1,395,000 1,450,800 
New Enterprise Stone & Lime Co., Inc. 6.25% 3/15/26 (d) 1,055,000 1,086,650 
PGT Innovations, Inc. 6.75% 8/1/26 (d) 920,000 975,200 
Shea Homes Ltd. Partnership/Corp.:   
4.75% 2/15/28 (d) 1,575,000 1,626,188 
4.75% 4/1/29 (d) 220,000 226,050 
  32,493,144 
Commercial Services & Supplies - 0.9%   
ADT Corp. 4.875% 7/15/32 (d) 47,000 49,761 
Allied Universal Holdco LLC / Allied Universal Finance Corp.:   
6.625% 7/15/26 (d) 4,259,000 4,510,409 
9.75% 7/15/27 (d) 3,125,000 3,448,563 
APX Group, Inc. 6.75% 2/15/27 (d) 1,460,000 1,554,900 
Brand Energy & Infrastructure Services, Inc. 8.5% 7/15/25 (d) 5,369,000 5,369,000 
Core & Main Holdings LP 8.625% 9/15/24 pay-in-kind (d) 2,950,000 2,995,342 
Double Eagle III Midco 1 LLC 7.75% 12/15/25 (d) 6,450,000 6,869,250 
GFL Environmental, Inc. 8.5% 5/1/27 (d) 865,000 951,500 
IPD BV 5.5% 12/1/25 (d) EUR245,000 304,910 
LBC Tank Terminals Holding Netherlands BV 6.875% 5/15/23 (d) 3,390,000 3,381,525 
Legends Hospitality Holding Co. LLC/Legends Hospitality Co-Issuer, Inc. 5% 2/1/26 (d) 3,635,000 3,698,613 
Nielsen Co. SARL (Luxembourg) 5% 2/1/25 (d) 1,080,000 1,106,865 
Nielsen Finance LLC/Nielsen Finance Co.:   
5% 4/15/22 (d) 2,388,000 2,394,209 
5.625% 10/1/28 (d) 4,824,000 5,082,566 
5.875% 10/1/30 (d) 3,464,000 3,745,450 
PowerTeam Services LLC 9.033% 12/4/25 (d) 2,385,000 2,641,388 
Prime Securities Services Borrower LLC/Prime Finance, Inc.:   
3.375% 8/31/27 (d) 47,000 45,819 
5.25% 4/15/24 (d) 910,000 970,288 
5.75% 4/15/26 (d) 462,000 497,805 
6.25% 1/15/28 (d) 1,290,000 1,336,350 
Stericycle, Inc. 3.875% 1/15/29 (d) 1,815,000 1,827,977 
The Brink's Co.:   
4.625% 10/15/27 (d) 850,000 875,959 
5.5% 7/15/25 (d) 1,130,000 1,189,325 
West Corp. 8.5% 10/15/25 (d) 6,135,000 6,088,988 
  60,936,762 
Construction & Engineering - 0.2%   
AECOM:   
5.125% 3/15/27 4,351,000 4,753,468 
5.875% 10/15/24 900,000 999,000 
Amsted Industries, Inc.:   
4.625% 5/15/30 (d) 1,490,000 1,558,466 
5.625% 7/1/27 (d) 1,605,000 1,701,300 
Cloud Crane LLC 10.125% 8/1/24 (d) 2,265,000 2,378,250 
Pike Corp. 5.5% 9/1/28 (d) 4,539,000 4,720,560 
  16,111,044 
Electrical Equipment - 0.1%   
Wesco Distribution, Inc.:   
7.125% 6/15/25 (d) 2,575,000 2,786,472 
7.25% 6/15/28 (d) 1,015,000 1,127,919 
  3,914,391 
Industrial Conglomerates - 0.0%   
Ladder Capital Finance Holdings LLLP/Ladder Capital Finance Corp. 4.25% 2/1/27 (d) 1,015,000 979,475 
Machinery - 0.3%   
ATS Automation Tooling System, Inc. 4.125% 12/15/28 (d) 450,000 455,085 
Colfax Corp.:   
6% 2/15/24 (d) 310,000 319,688 
6.375% 2/15/26 (d) 545,000 581,106 
Hillenbrand, Inc.:   
3.75% 3/1/31 380,000 378,575 
5% 9/15/26 (f) 25,000 27,750 
5.75% 6/15/25 155,000 165,850 
Meritor, Inc. 6.25% 6/1/25 (d) 735,000 782,775 
Navistar International Corp.:   
6.625% 11/1/25 (d) 2,175,000 2,260,217 
9.5% 5/1/25 (d) 4,215,000 4,715,531 
Titan International, Inc. 6.5% 11/30/23 675,000 659,954 
TriMas Corp. 4.875% 10/15/25 (d) 812,000 828,240 
Vertical Holdco GmbH 7.625% 7/15/28 (d) 2,135,000 2,307,380 
Vertical U.S. Newco, Inc. 5.25% 7/15/27 (d) 9,600,000 10,008,000 
Welbilt, Inc. 9.5% 2/15/24 400,000 409,500 
  23,899,651 
Professional Services - 0.2%   
ASGN, Inc. 4.625% 5/15/28 (d) 660,000 688,050 
Booz Allen Hamilton, Inc. 3.875% 9/1/28 (d) 2,275,000 2,330,180 
Dun & Bradstreet Corp.:   
6.875% 8/15/26 (d) 4,339,000 4,642,730 
10.25% 2/15/27 (d) 2,675,000 2,992,656 
TriNet Group, Inc. 3.5% 3/1/29 (d) 1,780,000 1,764,425 
  12,418,041 
Road & Rail - 0.1%   
Avis Budget Car Rental LLC/Avis Budget Finance, Inc.:   
5.75% 7/15/27 (d) 430,000 444,513 
5.75% 7/15/27 (d) 345,000 356,213 
Uber Technologies, Inc.:   
7.5% 5/15/25 (d) 540,000 580,505 
7.5% 9/15/27 (d) 3,635,000 3,975,781 
Watco Companies LLC / Watco Finance Corp. 6.5% 6/15/27 (d) 1,595,000 1,713,907 
  7,070,919 
Trading Companies & Distributors - 0.3%   
Foundation Building Materials, Inc. 6% 3/1/29 (d) 575,000 573,563 
H&E Equipment Services, Inc. 3.875% 12/15/28 (d) 6,485,000 6,241,813 
United Rentals North America, Inc.:   
3.875% 2/15/31 6,619,000 6,768,755 
4% 7/15/30 4,975,000 5,160,070 
4.875% 1/15/28 2,775,000 2,934,563 
5.25% 1/15/30 2,400,000 2,640,000 
Williams Scotsman International, Inc. 4.625% 8/15/28 (d) 405,000 416,138 
  24,734,902 
TOTAL INDUSTRIALS  308,236,292 
INFORMATION TECHNOLOGY - 2.1%   
Communications Equipment - 0.3%   
Commscope Technologies LLC 6% 6/15/25 (d) 1,040,000 1,057,524 
CommScope, Inc.:   
5.5% 3/1/24 (d) 1,000,000 1,026,250 
6% 3/1/26 (d) 2,823,000 2,967,679 
7.125% 7/1/28 (d) 1,690,000 1,772,388 
8.25% 3/1/27 (d) 530,000 558,482 
Hughes Satellite Systems Corp.:   
6.625% 8/1/26 3,210,000 3,583,644 
7.625% 6/15/21 75,000 76,219 
SSL Robotics LLC 9.75% 12/31/23 (d) 2,687,000 3,009,440 
ViaSat, Inc.:   
5.625% 9/15/25 (d) 2,625,000 2,677,500 
5.625% 4/15/27 (d) 1,155,000 1,209,863 
6.5% 7/15/28 (d) 355,000 379,105 
  18,318,094 
Electronic Equipment & Components - 0.1%   
Brightstar Escrow Corp. 9.75% 10/15/25 (d) 1,225,000 1,301,563 
Itron, Inc. 5% 1/15/26 (d) 998,000 1,020,455 
Sensata Technologies, Inc.:   
3.75% 2/15/31 (d) 4,622,000 4,639,333 
4.375% 2/15/30 (d) 47,000 50,114 
TTM Technologies, Inc. 4% 3/1/29 (d)(g) 1,375,000 1,390,469 
  8,401,934 
IT Services - 0.9%   
Alliance Data Systems Corp. 4.75% 12/15/24 (d) 1,775,000 1,810,500 
Arches Buyer, Inc.:   
4.25% 6/1/28 (d) 3,110,000 3,135,891 
6.125% 12/1/28 (d) 3,910,000 4,041,904 
Banff Merger Sub, Inc. 9.75% 9/1/26 (d) 9,062,000 9,656,648 
Camelot Finance SA 4.5% 11/1/26 (d) 1,250,000 1,296,875 
CDW LLC/CDW Finance Corp. 3.25% 2/15/29 1,605,000 1,579,320 
Everi Payments, Inc. 7.5% 12/15/25 (d) 3,552,000 3,685,200 
Gartner, Inc.:   
3.75% 10/1/30 (d) 1,685,000 1,706,063 
4.5% 7/1/28 (d) 1,505,000 1,580,250 
GCI LLC 4.75% 10/15/28 (d) 850,000 878,688 
Go Daddy Operating Co. LLC / GD Finance Co., Inc.:   
3.5% 3/1/29 (d) 1,075,000 1,068,281 
5.25% 12/1/27 (d) 735,000 771,750 
Northwest Fiber LLC/Northwest Fiber Finance Sub, Inc.:   
6% 2/15/28 (d) 390,000 392,438 
10.75% 6/1/28 (d) 2,286,000 2,628,900 
Presidio Holdings, Inc.:   
4.875% 2/1/27 (d) 660,000 688,050 
8.25% 2/1/28 (d) 865,000 955,289 
Rackspace Hosting, Inc.:   
3.5% 2/15/28 (d) 1,100,000 1,078,693 
5.375% 12/1/28 (d) 9,840,000 10,151,190 
RP Crown Parent, LLC 7.375% 10/15/24 (d) 600,000 609,000 
Sabre GLBL, Inc.:   
7.375% 9/1/25 (d) 660,000 714,589 
9.25% 4/15/25 (d) 370,000 438,913 
Science Applications International Corp. 4.875% 4/1/28 (d) 2,320,000 2,418,600 
Tempo Acquisition LLC:   
5.75% 6/1/25 (d) 2,250,000 2,390,625 
6.75% 6/1/25 (d) 9,340,000 9,585,175 
Zayo Group LLC/Zayo Capital, Inc. 6% 4/1/23 650,000 648,375 
  63,911,207 
Semiconductors & Semiconductor Equipment - 0.1%   
Microchip Technology, Inc. 4.25% 9/1/25 (d) 4,873,000 5,113,173 
ON Semiconductor Corp. 3.875% 9/1/28 (d) 885,000 924,825 
Sensata Technologies UK Financing Co. PLC 6.25% 2/15/26 (d) 3,005,000 3,102,362 
  9,140,360 
Software - 0.6%   
Ascend Learning LLC:   
6.875% 8/1/25 (d) 665,000 683,288 
6.875% 8/1/25 (d) 5,085,000 5,224,838 
Black Knight InfoServ LLC 3.625% 9/1/28 (d) 6,880,000 6,839,408 
Boxer Parent Co., Inc.:   
6.5% 10/2/25 (d) EUR210,000 269,724 
7.125% 10/2/25 (d) 4,060,000 4,394,950 
9.125% 3/1/26 (d) 415,000 440,419 
BY Crown Parent LLC / BY Bond Finance, Inc. 4.25% 1/31/26 (d) 3,325,000 3,424,750 
CDK Global, Inc.:   
4.875% 6/1/27 485,000 507,431 
5.25% 5/15/29 (d) 1,595,000 1,716,810 
Crowdstrike Holdings, Inc. 3% 2/15/29 1,295,000 1,295,000 
Fair Isaac Corp. 5.25% 5/15/26 (d) 1,225,000 1,387,313 
LogMeIn, Inc. 5.5% 9/1/27 (d) 650,000 679,250 
NortonLifeLock, Inc. 5% 4/15/25 (d) 1,300,000 1,316,250 
Nuance Communications, Inc. 5.625% 12/15/26 1,085,000 1,136,538 
Open Text Corp.:   
3.875% 2/15/28 (d) 875,000 889,219 
5.875% 6/1/26 (d) 1,000,000 1,033,125 
Open Text Holdings, Inc. 4.125% 2/15/30 (d) 3,904,000 4,060,160 
Rocket Software, Inc. 6.5% 2/15/29 (d) 975,000 970,125 
Solera LLC/Solera Finance, Inc. 10.5% 3/1/24 (d) 3,615,000 3,741,525 
SS&C Technologies, Inc. 5.5% 9/30/27 (d) 1,380,000 1,457,791 
Veritas U.S., Inc./Veritas Bermuda Ltd.:   
7.5% 9/1/25 (d) 1,285,000 1,331,903 
10.5% 2/1/24 (d) 1,810,000 1,826,236 
ZoomInfo Technologies LLC/ZoomInfo Finance Corp. 3.875% 2/1/29 (d) 420,000 416,850 
  45,042,903 
Technology Hardware, Storage & Peripherals - 0.1%   
NCR Corp.:   
5% 10/1/28 (d) 675,000 685,267 
5.25% 10/1/30 (d) 2,755,000 2,865,200 
8.125% 4/15/25 (d) 175,000 190,512 
  3,740,979 
TOTAL INFORMATION TECHNOLOGY  148,555,477 
MATERIALS - 3.8%   
Chemicals - 1.4%   
Avient Corp. 5.75% 5/15/25 (d) 100,000 106,020 
Axalta Coating Systems LLC 3.375% 2/15/29 (d) 1,095,000 1,062,150 
Axalta Coating Systems/Dutch Holding BV 4.75% 6/15/27 (d) 1,175,000 1,227,875 
CF Industries Holdings, Inc.:   
4.95% 6/1/43 1,697,000 1,998,451 
5.15% 3/15/34 792,000 957,346 
5.375% 3/15/44 1,257,000 1,569,679 
Consolidated Energy Finance SA:   
3 month U.S. LIBOR + 3.750% 3.9665% 6/15/22 (d)(f)(j) 2,025,000 2,005,215 
6.5% 5/15/26 (d) 3,205,000 3,237,050 
6.875% 6/15/25 (d) 715,000 727,513 
Cornerstone Chemical Co. 6.75% 8/15/24 (d) 2,050,000 1,932,125 
CVR Partners LP 9.25% 6/15/23 (d) 2,930,000 2,975,005 
Element Solutions, Inc. 3.875% 9/1/28 (d) 47,000 46,946 
GrafTech Finance, Inc. 4.625% 12/15/28 (d) 875,000 892,675 
H.B. Fuller Co. 4.25% 10/15/28 575,000 586,328 
Hexion, Inc. 7.875% 7/15/27 (d) 1,550,000 1,643,000 
INEOS Quattro Finance 2 PLC 3.375% 1/15/26 (d) 350,000 349,125 
Ingevity Corp. 3.875% 11/1/28 (d) 375,000 371,252 
Kraton Polymers LLC/Kraton Polymers Capital Corp. 5.25% 5/15/26 (d) EUR360,000 446,303 
Kronos Acquisition Holdings, Inc. / KIK Custom Products, Inc.:   
5% 12/31/26 (d) 3,450,000 3,552,465 
7% 12/31/27 (d) 310,000 306,823 
Methanex Corp.:   
5.125% 10/15/27 3,936,000 4,070,611 
5.25% 12/15/29 1,483,000 1,521,002 
5.65% 12/1/44 3,012,000 3,102,360 
Minerals Technologies, Inc. 5% 7/1/28 (d) 875,000 912,319 
Neon Holdings, Inc.:   
10.125% 4/1/26 (d) 835,000 921,631 
10.125% 4/1/26 (d) 700,000 772,625 
Nouryon Holding BV 8% 10/1/26 (d) 675,000 718,268 
NOVA Chemicals Corp.:   
4.875% 6/1/24 (d) 800,000 828,000 
5.25% 6/1/27 (d) 4,100,000 4,274,250 
Olin Corp.:   
5% 2/1/30 1,850,000 1,937,320 
5.125% 9/15/27 1,495,000 1,550,202 
5.625% 8/1/29 5,844,000 6,304,215 
Rain CII Carbon LLC/CII Carbon Corp. 7.25% 4/1/25 (d) 2,075,000 2,123,514 
The Chemours Co. LLC:   
5.375% 5/15/27 7,852,000 8,264,230 
5.75% 11/15/28 (d) 10,520,000 10,783,000 
7% 5/15/25 2,744,000 2,828,735 
The Scotts Miracle-Gro Co. 4.5% 10/15/29 1,555,000 1,648,844 
TPC Group, Inc.:   
10.5% 8/1/24 (d) 4,960,000 4,526,000 
10.875% 8/1/24 (c)(d) 911,763 948,234 
Tronox Finance PLC 5.75% 10/1/25 (d) 700,000 722,897 
Tronox, Inc.:   
6.5% 5/1/25 (d) 5,100,000 5,469,750 
6.5% 4/15/26 (d) 2,756,000 2,849,070 
Univar Solutions U.S.A., Inc. 5.125% 12/1/27 (d) 1,885,000 1,969,825 
Valvoline, Inc.:   
3.625% 6/15/31 (d) 1,775,000 1,748,375 
4.25% 2/15/30 (d) 4,550,000 4,686,500 
W. R. Grace & Co.-Conn. 4.875% 6/15/27 (d) 2,891,000 2,997,389 
  104,472,512 
Construction Materials - 0.2%   
CEMEX S.A.B. de CV 5.45% 11/19/29 (d) 200,000 217,680 
SRM Escrow Issuer LLC 6% 11/1/28 (d) 3,100,000 3,220,125 
Summit Materials LLC/Summit Materials Finance Corp.:   
5.25% 1/15/29 (d) 2,230,000 2,366,588 
6.5% 3/15/27 (d) 2,375,000 2,512,191 
U.S. Concrete, Inc.:   
5.125% 3/1/29 (d) 2,325,000 2,394,750 
6.375% 6/1/24 964,000 985,931 
White Cap Buyer LLC 6.875% 10/15/28 (d) 1,420,000 1,510,099 
  13,207,364 
Containers & Packaging - 0.7%   
ARD Finance SA 6.5% 6/30/27 pay-in-kind (d)(f) 3,555,000 3,759,413 
Ardagh Metal Packaging Finance U.S.A. LLC/Ardagh Metal Packaging Finance PLC 4% 9/1/29 (d)(g) 6,610,000 6,626,525 
Ardagh Packaging Finance PLC/Ardagh MP Holdings U.S.A., Inc.:   
4.125% 8/15/26 (d) 605,000 626,119 
5.25% 4/30/25 (d) 440,000 464,200 
5.25% 8/15/27 (d) 2,300,000 2,381,926 
5.25% 8/15/27 (d) 3,034,000 3,143,071 
6% 2/15/25 (d) 1,523,000 1,574,325 
BWAY Holding Co.:   
7.25% 4/15/25 (d) 2,540,000 2,509,869 
8.5% 4/15/24 (d) 400,000 412,000 
Flex Acquisition Co., Inc.:   
6.875% 1/15/25 (d) 3,884,000 3,934,531 
7.875% 7/15/26 (d) 5,174,000 5,368,025 
Graham Packaging Co., Inc. 7.125% 8/15/28 (d) 320,000 345,933 
Intelligent Packaging Ltd. Finco, Inc. 6% 9/15/28 (d) 375,000 390,938 
OI European Group BV 4% 3/15/23 (d) 1,445,000 1,477,513 
Owens-Brockway Glass Container, Inc.:   
5.375% 1/15/25 (d) 2,000,000 2,152,710 
6.375% 8/15/25 (d) 650,000 721,500 
6.625% 5/13/27 (d) 1,775,000 1,903,688 
Pactiv LLC:   
7.95% 12/15/25 690,000 776,250 
8.375% 4/15/27 175,000 200,375 
Trivium Packaging Finance BV:   
5.5% 8/15/26 (d) 6,664,000 6,971,877 
8.5% 8/15/27 (d) 3,547,000 3,804,158 
  49,544,946 
Metals & Mining - 1.5%   
Alcoa Nederland Holding BV:   
5.5% 12/15/27 (d) 1,340,000 1,420,400 
6.125% 5/15/28 (d) 940,000 1,019,900 
6.75% 9/30/24 (d) 200,000 207,500 
7% 9/30/26 (d) 2,010,000 2,110,500 
Allegheny Technologies, Inc.:   
5.875% 12/1/27 6,380,000 6,738,875 
7.875% 8/15/23 440,000 479,719 
ArcelorMittal SA 7% 3/1/41 (f) 10,000 14,152 
Arconic Rolled Products Corp.:   
6% 5/15/25 (d) 525,000 557,813 
6.125% 2/15/28 (d) 1,550,000 1,635,762 
Big River Steel LLC/BRS Finance Corp. 6.625% 1/31/29 (d) 4,845,000 5,194,446 
Cleveland-Cliffs, Inc. 9.875% 10/17/25 (d) 685,000 800,594 
Compass Minerals International, Inc. 6.75% 12/1/27 (d) 690,000 741,750 
Constellium NV:   
3.75% 4/15/29 (d) 975,000 967,883 
5.625% 6/15/28 (d) 500,000 528,125 
5.75% 5/15/24 (d) 4,155,000 4,212,131 
5.875% 2/15/26(d) 1,500,000 1,542,000 
6.625% 3/1/25 (d) 3,550,000 3,612,125 
Eldorado Gold Corp. 9.5% 6/1/24 (d) 2,214,000 2,457,540 
First Quantum Minerals Ltd.:   
6.5% 3/1/24 (d) 3,185,000 3,267,611 
6.875% 3/1/26 (d) 3,545,000 3,686,800 
6.875% 10/15/27 (d) 4,935,000 5,348,306 
7.25% 4/1/23 (d) 8,485,000 8,654,700 
7.5% 4/1/25 (d) 1,081,000 1,118,835 
FMG Resources (August 2006) Pty Ltd.:   
4.5% 9/15/27 (d) 20,000 21,975 
5.125% 3/15/23 (d) 770,000 810,425 
5.125% 5/15/24 (d) 1,260,000 1,362,375 
Freeport-McMoRan, Inc.:   
4.375% 8/1/28 1,175,000 1,249,906 
4.55% 11/14/24 2,500,000 2,753,125 
4.625% 8/1/30 1,195,000 1,320,475 
5% 9/1/27 570,000 609,626 
5.25% 9/1/29 585,000 650,052 
5.4% 11/14/34 2,215,000 2,743,831 
5.45% 3/15/43 2,840,000 3,528,700 
Hecla Mining Co. 7.25% 2/15/28 3,930,000 4,259,138 
HudBay Minerals, Inc.:   
4.5% 4/1/26 (d)(g) 2,205,000 2,233,952 
6.125% 4/1/29 (d) 1,880,000 2,026,095 
7.625% 1/15/25 (d) 1,300,000 1,353,456 
IAMGOLD Corp. 5.75% 10/15/28 (d) 2,550,000 2,622,854 
Joseph T. Ryerson & Son, Inc. 8.5% 8/1/28 (d) 1,395,000 1,527,525 
Kaiser Aluminum Corp.:   
4.625% 3/1/28(d) 4,239,000 4,425,219 
6.5% 5/1/25 (d) 1,385,000 1,481,950 
New Gold, Inc.:   
6.375% 5/15/25 (d) 1,895,000 1,956,588 
7.5% 7/15/27 (d) 3,230,000 3,403,742 
Novelis Corp.:   
4.75% 1/30/30 (d) 2,905,000 3,027,591 
5.875% 9/30/26 (d) 3,589,000 3,739,307 
United States Steel Corp. 6.875% 3/1/29 2,760,000 2,706,525 
  106,131,899 
Paper & Forest Products - 0.0%   
Mercer International, Inc.:   
5.125% 2/1/29 (d) 870,000 882,128 
5.5% 1/15/26 160,000 163,950 
  1,046,078 
TOTAL MATERIALS  274,402,799 
REAL ESTATE - 1.8%   
Equity Real Estate Investment Trusts (REITs) - 1.2%   
CTR Partnership LP/CareTrust Capital Corp. 5.25% 6/1/25 1,170,000 1,206,293 
ESH Hospitality, Inc.:   
4.625% 10/1/27 (d) 1,025,000 1,041,011 
5.25% 5/1/25 (d) 4,500,000 4,587,210 
Global Net Lease, Inc. / Global Net Lease Operating Partnership LP 3.75% 12/15/27 (d) 525,000 524,740 
GLP Capital LP/GLP Financing II, Inc.:   
4% 1/15/30 1,000,000 1,063,300 
5.375% 4/15/26 550,000 631,543 
5.75% 6/1/28 500,000 586,400 
MGM Growth Properties Operating Partnership LP:   
3.875% 2/15/29 (d) 950,000 961,875 
4.5% 9/1/26 3,050,000 3,233,000 
4.5% 1/15/28 2,400,000 2,538,000 
4.625% 6/15/25 (d) 445,000 471,700 
5.75% 2/1/27 660,000 745,800 
MPT Operating Partnership LP/MPT Finance Corp.:   
3.5% 3/15/31 375,000 381,600 
4.625% 8/1/29 300,000 322,547 
5% 10/15/27 5,689,000 6,059,923 
Park Intermediate Holdings LLC:   
5.875% 10/1/28 (d) 3,215,000 3,386,761 
7.5% 6/1/25 (d) 5,834,000 6,325,223 
RHP Hotel Properties LP/RHP Finance Corp.:   
4.5% 2/15/29 (d) 650,000 641,875 
4.75% 10/15/27 1,015,000 1,029,332 
SBA Communications Corp.:   
3.125% 2/1/29 (d) 950,000 924,094 
3.875% 2/15/27 1,210,000 1,254,201 
4.875% 9/1/24 1,700,000 1,743,690 
Senior Housing Properties Trust:   
4.75% 5/1/24 1,375,000 1,402,500 
4.75% 2/15/28 800,000 788,000 
6.75% 12/15/21 2,050,000 2,075,625 
9.75% 6/15/25 3,955,000 4,454,319 
Service Properties Trust:   
3.95% 1/15/28 170,000 157,250 
4.375% 2/15/30 2,690,000 2,501,700 
4.95% 2/15/27 1,100,000 1,089,385 
4.95% 10/1/29 1,015,000 979,475 
5.5% 12/15/27 945,000 1,018,265 
The GEO Group, Inc. 6% 4/15/26 650,000 474,500 
Uniti Group LP / Uniti Group Finance, Inc. 6.5% 2/15/29 (d) 5,575,000 5,616,813 
Uniti Group, Inc.:   
7.125% 12/15/24 (d) 4,840,000 4,967,050 
7.875% 2/15/25 (d) 11,950,000 12,799,227 
VICI Properties, Inc.:   
4.125% 8/15/30 (d) 1,850,000 1,924,000 
4.25% 12/1/26 (d) 1,480,000 1,526,472 
4.625% 12/1/29 (d) 5,516,000 5,790,145 
  87,224,844 
Real Estate Management & Development - 0.6%   
DTZ U.S. Borrower LLC 6.75% 5/15/28 (d) 1,465,000 1,583,738 
Forestar Group, Inc.:   
5% 3/1/28 (d) 677,000 707,465 
8% 4/15/24 (d) 650,000 676,000 
Greystar Real Estate Partners 5.75% 12/1/25 (d) 2,321,000 2,387,729 
Howard Hughes Corp.:   
4.125% 2/1/29 (d) 3,310,000 3,285,672 
4.375% 2/1/31 (d) 3,665,000 3,656,607 
5.375% 8/1/28 (d) 2,985,000 3,138,041 
Hunt Companies, Inc. 6.25% 2/15/26 (d) 3,561,000 3,650,025 
Mattamy Group Corp.:   
4.625% 3/1/30 (d) 2,675,000 2,778,656 
5.25% 12/15/27 (d) 2,050,000 2,152,500 
PHH Mortgage Corp. 7.875% 3/15/26 (d) 800,000 813,999 
Realogy Group LLC/Realogy Co-Issuer Corp.:   
5.75% 1/15/29 (d) 3,725,000 3,752,938 
7.625% 6/15/25 (d) 255,000 277,736 
9.375% 4/1/27 (d) 690,000 759,000 
Taylor Morrison Communities, Inc./Monarch Communities, Inc.:   
5.125% 8/1/30 (d) 3,608,000 3,862,364 
5.75% 1/15/28 (d) 4,020,000 4,482,300 
5.875% 6/15/27 (d) 800,000 892,000 
6.625% 7/15/27 (d) 2,498,000 2,672,860 
Weekley Homes LLC/Weekley Finance Corp. 4.875% 9/15/28 (d) 280,000 292,600 
  41,822,230 
TOTAL REAL ESTATE  129,047,074 
UTILITIES - 1.9%   
Electric Utilities - 1.2%   
Clearway Energy Operating LLC:   
4.75% 3/15/28 (d) 290,000 309,938 
5% 9/15/26 885,000 911,550 
5.75% 10/15/25 2,045,000 2,138,150 
InterGen NV 7% 6/30/23 (d) 3,045,000 2,953,650 
NextEra Energy Partners LP:   
4.25% 7/15/24 (d) 1,020,000 1,078,650 
4.25% 9/15/24 (d) 234,000 248,040 
4.5% 9/15/27 (d) 1,275,000 1,419,968 
NRG Energy, Inc.:   
3.375% 2/15/29 (d) 3,805,000 3,766,531 
3.625% 2/15/31 (d) 3,230,000 3,181,550 
5.25% 6/15/29 (d) 3,972,000 4,191,930 
5.75% 1/15/28 175,000 185,938 
6.625% 1/15/27 7,075,000 7,357,151 
7.25% 5/15/26 4,410,000 4,590,810 
NSG Holdings II LLC/NSG Holdings, Inc. 7.75% 12/15/25 (d) 1,243,668 1,318,288 
Pacific Gas & Electric Co.:   
4.55% 7/1/30 2,865,000 3,195,905 
4.75% 2/15/44 875,000 931,530 
Pattern Energy Operations LP 4.5% 8/15/28 (d) 795,000 827,207 
PG&E Corp.:   
5% 7/1/28 5,330,000 5,603,163 
5.25% 7/1/30 11,590,000 12,397,823 
Vistra Operations Co. LLC:   
5% 7/31/27 (d) 11,908,000 12,458,745 
5.5% 9/1/26 (d) 6,861,000 7,118,288 
5.625% 2/15/27 (d) 12,792,000 13,367,640 
  89,552,445 
Gas Utilities - 0.3%   
AmeriGas Partners LP/AmeriGas Finance Corp.:   
5.5% 5/20/25 2,675,000 2,928,323 
5.625% 5/20/24 1,664,000 1,841,316 
5.75% 5/20/27 2,655,000 2,991,123 
5.875% 8/20/26 3,500,000 3,946,250 
Ferrellgas Partners LP / Ferrellgas Partners Finance Corp.:   
8.625% 6/15/20 (h) 2,650,000 1,373,310 
8.625% 6/15/20 (h) 300,000 155,469 
Suburban Propane Partners LP/Suburban Energy Finance Corp.:   
5.5% 6/1/24 1,268,000 1,287,020 
5.75% 3/1/25 1,325,000 1,336,872 
5.875% 3/1/27 3,415,000 3,567,907 
Superior Plus LP / Superior General Partner, Inc. 7% 7/15/26 (d) 2,650,000 2,828,027 
  22,255,617 
Independent Power and Renewable Electricity Producers - 0.4%   
Calpine Corp.:   
4.5% 2/15/28 (d) 2,017,000 2,072,468 
4.625% 2/1/29 (d) 425,000 419,688 
5% 2/1/31 (d) 5,175,000 5,121,801 
5.125% 3/15/28 (d) 14,513,000 14,585,565 
5.25% 6/1/26 (d) 396,000 407,385 
TerraForm Global, Inc. 6.125% 3/1/26 (d) 1,180,000 1,212,161 
TerraForm Power Operating LLC:   
4.75% 1/15/30 (d) 190,000 200,055 
5% 1/31/28 (d) 1,670,000 1,845,350 
  25,864,473 
TOTAL UTILITIES  137,672,535 
TOTAL NONCONVERTIBLE BONDS  3,081,437,317 
TOTAL CORPORATE BONDS   
(Cost $3,005,131,787)  3,095,512,562 
 Shares Value 
Common Stocks - 0.2%   
COMMUNICATION SERVICES - 0.0%   
Media - 0.0%   
Liberty Broadband Corp. Class C (k) 5,000 747,550 
Wireless Telecommunication Services - 0.0%   
T-Mobile U.S., Inc. 10,900 1,307,673 
TOTAL COMMUNICATION SERVICES  2,055,223 
CONSUMER DISCRETIONARY - 0.0%   
Hotels, Restaurants & Leisure - 0.0%   
CEC Brands LLC warrants 12/30/25 (c)(k) 18,027 
ENERGY - 0.1%   
Energy Equipment & Services - 0.0%   
Jonah Energy LLC (c) 29,131 436,965 
Oil, Gas & Consumable Fuels - 0.1%   
Chesapeake Energy Corp. (k) 112,011 4,948,646 
Chesapeake Energy Corp. (b) 644 25,607 
Extraction Oil & Gas, Inc. (k) 40,857 1,374,838 
Mesquite Energy, Inc. (c) 46,770 748,326 
  7,097,417 
TOTAL ENERGY  7,534,382 
MATERIALS - 0.0%   
Metals & Mining - 0.0%   
Constellium NV (k) 90,000 1,191,600 
UTILITIES - 0.1%   
Independent Power and Renewable Electricity Producers - 0.1%   
Vistra Corp. 93,700 1,616,325 
Multi-Utilities - 0.0%   
Sempra Energy 5,000 579,900 
TOTAL UTILITIES  2,196,225 
TOTAL COMMON STOCKS   
(Cost $9,973,307)  12,977,430 
Convertible Preferred Stocks - 0.2%   
HEALTH CARE - 0.1%   
Health Care Equipment & Supplies - 0.0%   
Boston Scientific Corp. Series A 5.50% 2,438 269,659 
Danaher Corp. Series B 5.00% 1,525 1,956,224 
  2,225,883 
Life Sciences Tools & Services - 0.1%   
Avantor, Inc. Series A 6.25% 46,600 4,089,274 
TOTAL HEALTH CARE  6,315,157 
UTILITIES - 0.1%   
Electric Utilities - 0.1%   
American Electric Power Co., Inc.:   
6.125% 58,350 2,645,006 
6.125% 15,000 693,750 
NextEra Energy, Inc. 5.279% 58,200 2,843,652 
Southern Co. 6.75% 33,100 1,590,366 
  7,772,774 
TOTAL CONVERTIBLE PREFERRED STOCKS   
(Cost $14,069,784)  14,087,931 
 Principal Amount(a) Value 
Bank Loan Obligations - 2.3%   
COMMUNICATION SERVICES - 0.4%   
Diversified Telecommunication Services - 0.1%   
Iridium Satellite LLC 1LN, term loan 3 month U.S. LIBOR + 3.750% 4.75% 11/4/26 (f)(j)(l) 3,255,431 3,270,536 
SFR Group SA Tranche B 13LN, term loan 3 month U.S. LIBOR + 4.000% 4.1976% 8/14/26 (f)(j)(l) 1,682,897 1,679,632 
  4,950,168 
Entertainment - 0.1%   
Playtika Holding Corp. Tranche B 1LN, term loan 3 month U.S. LIBOR + 6.000% 7% 12/10/24 (f)(j)(l) 3,377,435 3,392,634 
Media - 0.0%   
iHeartCommunications, Inc.:   
1LN, term loan 3 month U.S. LIBOR + 3.000% 3.1145% 5/1/26 (f)(j)(l) 742,500 734,889 
Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.000% 4.75% 5/1/26 (f)(j)(l) 870,625 872,532 
WideOpenWest Finance LLC Tranche B, term loan 3 month U.S. LIBOR + 3.250% 4.25% 8/19/23 (f)(j)(l) 1,441,575 1,440,970 
  3,048,391 
Wireless Telecommunication Services - 0.2%   
CCI Buyer, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.000% 4.75% 12/17/27 (f)(j)(l) 1,005,000 1,011,914 
Intelsat Jackson Holdings SA:   
Tranche B, term loan 3 month U.S. LIBOR + 3.750% 8% 11/27/23 (f)(j)(l) 5,140,000 5,212,268 
Tranche B-4, term loan 3 month U.S. LIBOR + 5.500% 8.75% 1/2/24 (f)(j)(l) 2,861,000 2,905,889 
Tranche B-5, term loan 8.625% 1/2/24 (l) 1,184,000 1,206,200 
Tranche DD 1LN, term loan 3 month U.S. LIBOR + 5.500% 6.5% 7/13/22 (f)(j)(l) 1,145,082 1,161,903 
Xplornet Communications, Inc. 1LN, term loan 3 month U.S. LIBOR + 4.750% 4.8645% 6/10/27 (f)(j)(l) 4,330,993 4,350,613 
  15,848,787 
TOTAL COMMUNICATION SERVICES  27,239,980 
CONSUMER DISCRETIONARY - 0.3%   
Auto Components - 0.0%   
Clarios Global LP Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.500% 3.6145% 4/30/26 (f)(j)(l) 416,261 416,523 
Truck Hero, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.750% 4.5% 1/29/28 (f)(j)(l) 875,000 875,621 
  1,292,144 
Automobiles - 0.0%   
Navistar, Inc. Tranche B, term loan 3 month U.S. LIBOR + 3.500% 5.43% 11/6/24 (f)(j)(l) 994,872 994,623 
Diversified Consumer Services - 0.0%   
WW International, Inc. Tranche B, term loan 3 month U.S. LIBOR + 4.750% 5.5% 11/29/24 (f)(j)(l) 659,499 659,334 
Hotels, Restaurants & Leisure - 0.2%   
Golden Entertainment, Inc. Tranche B, term loan 3 month U.S. LIBOR + 3.000% 3.75% 10/20/24 (f)(j)(l) 2,752,400 2,721,436 
Golden Nugget, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.500% 3.25% 10/4/23 (f)(j)(l) 2,098,161 2,078,060 
LTF Merger Sub, Inc. Tranche B, term loan 3 month U.S. LIBOR + 2.750% 3.75% 6/10/22 (f)(j)(l) 4,802,590 4,787,990 
Scientific Games Corp. Tranche B 5LN, term loan 3 month U.S. LIBOR + 2.750% 2.8645% 8/14/24 (f)(j)(l) 1,705,615 1,677,285 
  11,264,771 
Internet & Direct Marketing Retail - 0.1%   
Bass Pro Group LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.250% 2/26/28 (j)(l)(m) 3,150,000 3,153,056 
Specialty Retail - 0.0%   
LBM Acquisition LLC Tranche B 1LN, term loan:   
3 month U.S. LIBOR + 3.750% 12/18/27 (j)(l)(m) 485,455 486,265 
3 month U.S. LIBOR + 3.750% 4.5% 12/18/27 (f)(j)(l) 2,184,545 2,188,194 
  2,674,459 
TOTAL CONSUMER DISCRETIONARY  20,038,387 
CONSUMER STAPLES - 0.0%   
Personal Products - 0.0%   
BellRing Brands, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 5.000% 6% 10/10/24 (f)(j)(l) 920,660 928,145 
ENERGY - 0.2%   
Oil, Gas & Consumable Fuels - 0.2%   
Ascent Resources - Utica LLC/ARU Finance Corp. 2LN, term loan 3 month U.S. LIBOR + 9.000% 11/1/25 (j)(l)(m) 3,503,000 3,894,180 
BCP Raptor LLC Tranche B, term loan 3 month U.S. LIBOR + 4.250% 5.25% 6/24/24 (f)(j)(l) 5,131,705 4,893,440 
Citgo Holding, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 7.000% 8% 8/1/23 (f)(j)(l) 371,241 354,628 
Citgo Petroleum Corp. Tranche B 1LN, term loan 3 month U.S. LIBOR + 6.250% 7.25% 3/28/24 (f)(j)(l) 676,823 678,096 
Prairie ECI Acquiror LP 1LN, term loan 3 month U.S. LIBOR + 4.750% 3/11/26 (j)(l)(m) 765,000 750,335 
Sanchez Energy Corp.:   
1LN, term loan 3 month U.S. LIBOR + 8.000% 0% 12/31/49 (c)(h)(j)(l) 864,602 
term loan 3 month U.S. LIBOR + 0.000% 7.25% 12/31/49 (c)(f)(h)(j)(l) 373,000 
Stonepeak Lonestar Holdings LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.500% 4.7178% 10/19/26 (f)(j)(l) 906,085 906,892 
  11,477,571 
FINANCIALS - 0.2%   
Diversified Financial Services - 0.0%   
Alpine Finance Merger Sub LLC Tranche B, term loan 3 month U.S. LIBOR + 3.000% 4% 7/12/24 (f)(j)(l) 972,487 972,079 
MPH Acquisition Holdings LLC Tranche B, term loan 3 month U.S. LIBOR + 2.750% 3.75% 6/7/23 (f)(j)(l) 259,151 258,768 
  1,230,847 
Insurance - 0.2%   
Asurion LLC:   
Tranche B 6LN, term loan 3 month U.S. LIBOR + 3.000% 3.1145% 11/3/23 (f)(j)(l) 514,701 513,631 
Tranche B3 2LN, term loan 3 month U.S. LIBOR + 5.250% 5.3645% 2/5/28 (f)(j)(l) 7,897,065 8,111,786 
Tranche B8 1LN, term loan 3 month U.S. LIBOR + 3.250% 3.3645% 12/23/26 (f)(j)(l) 2,305,000 2,297,440 
Tranche B9 1LN, term loan 3 month U.S. LIBOR + 3.250% 3.3645% 7/31/27 (f)(j)(l) 2,225,000 2,216,656 
HUB International Ltd. Tranche B, term loan 3 month U.S. LIBOR + 2.750% 2.9651% 4/25/25 (f)(j)(l) 1,989,796 1,967,848 
  15,107,361 
TOTAL FINANCIALS  16,338,208 
HEALTH CARE - 0.1%   
Health Care Providers & Services - 0.1%   
ADMI Corp. Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.000% 12/23/27 (j)(l)(m) 1,440,000 1,433,059 
Gainwell Acquisition Corp. Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.000% 4.75% 10/1/27 (f)(j)(l) 6,005,000 5,985,003 
RegionalCare Hospital Partners Holdings, Inc. Tranche B, term loan 3 month U.S. LIBOR + 3.750% 3.8645% 11/16/25 (f)(j)(l) 1,687,515 1,688,393 
U.S. Radiology Specialists, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 5.500% 6.25% 12/15/27 (f)(j)(l) 1,050,000 1,057,004 
U.S. Renal Care, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 5.000% 5.125% 6/13/26 (f)(j)(l) 403,977 402,184 
  10,565,643 
INDUSTRIALS - 0.3%   
Air Freight & Logistics - 0.0%   
Dynasty Acquisition Co., Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.500% 3.7539% 4/8/26 (f)(j)(l) 1,491,225 1,439,703 
Airlines - 0.1%   
Mileage Plus Holdings LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 5.250% 6.25% 7/2/27 (f)(j)(l) 3,420,000 3,646,780 
SkyMiles IP Ltd. Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.750% 4.75% 10/20/27 (f)(j)(l) 2,060,000 2,178,883 
  5,825,663 
Commercial Services & Supplies - 0.1%   
Brand Energy & Infrastructure Services, Inc. Tranche B, term loan 3 month U.S. LIBOR + 4.250% 5.25% 6/21/24 (f)(j)(l) 1,437,850 1,430,517 
Filtration Group Corp.:   
Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.750% 4.5% 3/29/25 (f)(j)(l) 399,000 400,297 
Tranche B, term loan 3 month U.S. LIBOR + 3.000% 3.1145% 3/29/25 (f)(j)(l) 374,000 371,584 
GFL Environmental, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.000% 4.7016% 5/31/25 (f)(j)(l) 427,597 429,381 
West Corp. Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.000% 5.5678% 10/10/24 (f)(j)(l) 5,930,566 5,844,929 
  8,476,708 
Construction & Engineering - 0.0%   
Landry's Finance Acquisition Co. Tranche B 1LN, term loan 3 month U.S. LIBOR + 12.000% 13% 10/4/23 (f)(j)(l) 35,863 40,884 
Machinery - 0.0%   
Apex Tool Group, LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 5.500% 8/21/24 (j)(l)(m) 1,698,968 1,696,368 
Welbilt, Inc. Tranche B, term loan 3 month U.S. LIBOR + 2.500% 4.5435% 10/23/25 (f)(j)(l) 150,000 146,250 
  1,842,618 
Professional Services - 0.1%   
Dun & Bradstreet Corp. Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.000% 2/8/26 (j)(l)(m) 2,740,590 2,744,016 
TOTAL INDUSTRIALS  20,369,592 
INFORMATION TECHNOLOGY - 0.7%   
Communications Equipment - 0.0%   
Radiate Holdco LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.500% 4.25% 9/10/26 (f)(j)(l) 1,000,000 1,002,950 
Electronic Equipment & Components - 0.0%   
Tiger Merger Sub Co. 1LN, term loan 3 month U.S. LIBOR + 3.500% 7/1/25 (j)(l)(m) 648,375 652,427 
IT Services - 0.3%   
Acuris Finance U.S., Inc. 1LN, term loan 3 month U.S. LIBOR + 4.000% 4.5% 2/4/28 (f)(j)(l) 490,000 492,450 
Camelot Finance SA Tranche B, term loan 3 month U.S. LIBOR + 3.000% 3.1145% 10/31/26 (f)(j)(l) 1,595,000 1,593,804 
Northwest Fiber LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.750% 3.8659% 4/30/27 (f)(j)(l) 1,735,000 1,740,431 
Peraton Corp.:   
2LN, term loan 0% 2/8/29 (f)(l) 550,000 552,063 
Tranche B 1LN, term loan:   
1 month U.S. LIBOR + 3.750% 8/3/26(j)(l)(m) 2,359,375 2,368,223 
3 month U.S. LIBOR + 3.750% 2/22/28 (j)(l)(m) 1,585,000 1,590,944 
3 month U.S. LIBOR + 3.750% 2/22/28 (j)(l)(m) 1,340,625 1,345,652 
Rackspace Hosting, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.750% 3.5% 2/2/28 (f)(j)(l) 1,550,000 1,548,807 
RP Crown Parent, LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.750% 10/12/23 (j)(l)(m) 500,078 500,703 
Sabre GLBL, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.000% 4.75% 12/17/27 (f)(j)(l) 885,000 894,408 
Tempo Acquisition LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.250% 3.3645% 10/31/26 (f)(j)(l) 2,728,145 2,730,410 
Verscend Holding Corp. Tranche B, term loan 3 month U.S. LIBOR + 4.500% 4.6145% 8/27/25 (f)(j)(l) 997,449 1,002,137 
  16,360,032 
Software - 0.4%   
Ascend Learning LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.750% 4.75% 7/12/24 (f)(j)(l) 1,047,375 1,049,124 
Boxer Parent Co., Inc. Tranche B, term loan 3 month U.S. LIBOR + 4.250% 4.3708% 10/2/25 (f)(j)(l) 197,353 197,328 
Finastra U.S.A., Inc.:   
Tranche 2LN, term loan 3 month U.S. LIBOR + 7.250% 8.25% 6/13/25 (f)(j)(l) 2,450,000 2,463,402 
Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.500% 4.5% 6/13/24 (f)(j)(l) 430,000 425,343 
Greeneden U.S. Holdings II LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.000% 4.75% 12/1/27 (f)(j)(l) 925,000 928,469 
Informatica Corp. Tranche B 1LN, term loan:   
3 month U.S. LIBOR + 3.250% 2/14/27 (j)(l)(m) 521,063 519,749 
7.125% 2/14/25 (l) 475,000 485,987 
McAfee LLC Tranche B, term loan 3 month U.S. LIBOR + 3.750% 3.8645% 9/29/24 (f)(j)(l) 4,491,613 4,500,282 
RealPage, Inc. 2LN, term loan 3 month U.S. LIBOR + 0.000% 2/17/29 (j)(l)(m) 1,350,000 1,377,000 
Renaissance Holding Corp. Tranche B 2LN, term loan 3 month U.S. LIBOR + 7.000% 8.7994% 5/31/26 (f)(j)(l) 690,000 687,930 
Solera LLC Tranche B, term loan 3 month U.S. LIBOR + 2.750% 2.8645% 3/3/23 (f)(j)(l) 1,097,120 1,095,398 
TIBCO Software, Inc.:   
2LN, term loan 3 month U.S. LIBOR + 7.750% 2/14/28 (j)(l)(m) 2,000,000 2,018,760 
Tranche B2 1LN, term loan 3 month U.S. LIBOR + 3.750% 7/3/26 (j)(l)(m) 3,892,732 3,882,027 
UKG, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.250% 4.75% 5/3/26 (f)(j)(l) 5,646,363 5,678,490 
Ultimate Software Group, Inc. 2LN, term loan 3 month U.S. LIBOR + 6.750% 7.5% 5/3/27 (f)(j)(l) 3,510,000 3,619,688 
  28,928,977 
TOTAL INFORMATION TECHNOLOGY  46,944,386 
MATERIALS - 0.1%   
Chemicals - 0.1%   
Hexion, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.500% 3.74% 7/1/26 (f)(j)(l) 1,341,929 1,335,219 
PQ Corp. Tranche B 1LN, term loan 3 month U.S. LIBOR + 3.000% 2/7/27 (j)(l)(m) 1,139,785 1,140,639 
Solenis International LP:   
Tranche 1LN, term loan 3 month U.S. LIBOR + 4.000% 12/18/23 (j)(l)(m) 3,035,743 3,035,925 
Tranche B 1LN, term loan 3 month U.S. LIBOR + 8.500% 6/18/24 (j)(l)(m) 3,340,000 3,337,228 
Starfruit U.S. Holdco LLC Tranche B, term loan 3 month U.S. LIBOR + 3.000% 3.111% 10/1/25 (f)(j)(l) 989,660 986,305 
  9,835,316 
Construction Materials - 0.0%   
U.S. Concrete, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.750% 5/1/25 (j)(l)(m) 548,622 543,135 
TOTAL MATERIALS  10,378,451 
REAL ESTATE - 0.0%   
Real Estate Management & Development - 0.0%   
Brookfield Retail Holdings VII Sub 3 LLC Tranche B, term loan 3 month U.S. LIBOR + 2.500% 8/24/25 (j)(l)(m) 989,873 963,206 
UTILITIES - 0.0%   
Electric Utilities - 0.0%   
Brookfield WEC Holdings, Inc. Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.750% 3.25% 8/1/25 (f)(j)(l) 792,977 790,868 
ExGen Renewables IV, LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 2.750% 3.75% 12/15/27 (f)(j)(l) 585,000 587,779 
Heritage Power LLC Tranche B 1LN, term loan 3 month U.S. LIBOR + 4.750% 6/28/26 (j)(l)(m) 1,745,570 1,672,692 
  3,051,339 
TOTAL BANK LOAN OBLIGATIONS   
(Cost $165,733,595)  168,294,908 
 Shares Value 
Fixed-Income Funds - 52.9%   
High Yield Fixed-Income Funds - 52.9%   
Artisan High Income Fund Investor Shares 80,862,766 823,182,961 
BlackRock High Yield Bond Portfolio Class K 110,704,480 862,387,807 
Eaton Vance Income Fund of Boston Class A 52,165,770 290,041,682 
Fidelity Capital & Income Fund (n) 57,282,024 630,675,085 
iShares iBoxx $ High Yield Corporate Bond ETF 37,100 3,206,924 
MainStay High Yield Corporate Bond Fund Class A 104,331,585 586,343,507 
Vanguard High-Yield Corporate Fund Admiral Shares 102,958,265 611,572,096 
TOTAL FIXED-INCOME FUNDS   
(Cost $3,586,873,467)  3,807,410,062 
 Principal Amount(a) Value 
Preferred Securities - 0.1%   
ENERGY - 0.0%   
Oil, Gas & Consumable Fuels - 0.0%   
DCP Midstream Partners LP 7.375% (f)(o) 700,000 619,779 
FINANCIALS - 0.1%   
Banks - 0.1%   
Banco Do Brasil SA 9% (Reg. S) (f)(o) 1,600,000 1,768,223 
Citigroup, Inc. 3.875% (f)(o) 1,625,000 1,617,805 
Itau Unibanco Holding SA 6.125% (d)(f)(o) 1,515,000 1,540,311 
  4,926,339 
INDUSTRIALS - 0.0%   
Industrial Conglomerates - 0.0%   
General Electric Co. 3.5205% (f)(j)(o) 2,795,000 2,689,195 
UTILITIES - 0.0%   
Multi-Utilities - 0.0%   
NiSource, Inc. 5.65% (f)(o) 795,000 828,229 
TOTAL PREFERRED SECURITIES   
(Cost $8,453,096)  9,063,542 
U.S. Government and Government Agency Obligations - 0.0%   
U.S. Treasury Bills, yield at date of purchase 0.09% to 0.1% 11/4/21(p)   
(Cost $3,497,742) 3,500,000 3,498,614 
 Shares Value 
Money Market Funds - 1.4%   
Fidelity Cash Central Fund 0.07% (q) 17,435,224 17,438,712 
State Street Institutional U.S. Government Money Market Fund Premier Class .03% (r) 82,572,438 82,572,438 
TOTAL MONEY MARKET FUNDS   
(Cost $100,011,005)  100,011,150 
TOTAL INVESTMENT IN SECURITIES - 100.1%   
(Cost $6,893,743,783)  7,210,856,199 
NET OTHER ASSETS (LIABILITIES) - (0.1)%  (6,813,443) 
NET ASSETS - 100%  $7,204,042,756 

Futures Contracts      
 Number of contracts Expiration Date Notional Amount Value Unrealized Appreciation/(Depreciation) 
Purchased      
Treasury Contracts      
CBOT 10-Year U.S. Treasury Note Contracts (United States) 115 June 2021 $15,262,656 $(110,809) $(110,809) 
CBOT 2-Year U.S. Treasury Note Contracts (United States) 189 June 2021 41,724,703 (29,949) (29,949) 
CBOT 5-Year U.S. Treasury Note Contracts (United States) 272 June 2021 33,719,500 (288,895) (288,895) 
CBOT Long Term U.S. Treasury Bond Contracts (United States) 75 June 2021 11,941,406 (124,577) (124,577) 
TOTAL PURCHASED     (544,230) 
Sold      
Treasury Contracts      
CBOT 10-Year U.S. Treasury Note Contracts (United States) 48 June 2021 6,370,500 70,436 70,436 
CBOT Ultra Long Term U.S. Treasury Bond Contracts (United States) 21 June 2021 3,970,313 40,834 40,834 
TOTAL SOLD     111,270 
TOTAL FUTURES CONTRACTS     $(442,960) 

The notional amount of futures purchased as a percentage of Net Assets is 1.4%

The notional amount of futures sold as a percentage of Net Assets is 0.1%

Forward Foreign Currency Contracts       
Currency Purchased Currency Sold Counterparty Settlement Date Unrealized Appreciation/(Depreciation) 
USD 1,091,007 EUR 900,102 Citibank NA 5/21/21 $2,993 
USD 1,073,982 EUR 886,668 Citibank NA 5/21/21 2,207 
USD 1,093,395 EUR 900,102 HSBC Bank USA 5/21/21 5,381 
TOTAL FORWARD FOREIGN CURRENCY CONTRACTS      $10,581 
     Unrealized Appreciation 10,581 
     Unrealized Depreciation 

Swaps

Underlying Reference Rating(1) Maturity Date Clearinghouse / Counterparty(2) Fixed Payment Received/(Paid) Payment Frequency Notional Amount(3) Value(1) Upfront Premium Received/(Paid)(4) Unrealized Appreciation/(Depreciation) 
Credit Default Swaps          
Sell Protection          
American Airlines Group, Inc. NR Dec. 2021 Citibank, N.A. 5% Quarterly $545,000 $(6,366) $28,639 $22,273 
CDX N.A. HY Series 35 5YR NR Dec. 2025 ICE 5% Quarterly 57,600,000 183,830 183,830 
Royal Caribbean Cruises Ltd. NR Dec. 2023 Citibank, N.A. 5% Quarterly 860,000 40,424 22,601 63,025 
TOTAL CREDIT DEFAULT SWAPS       $217,888 $51,240 $269,128 

 (1) Ratings are presented for credit default swaps in which the Fund has sold protection on the underlying referenced debt. Ratings for an underlying index represent a weighted average of the ratings of all securities included in the index. The credit rating or value can be measures of the current payment/performance risk. Ratings are from Moody's Investors Service, Inc. Where Moody's® ratings are not available, S&P® ratings are disclosed and are indicated as such. All ratings are as of the report date and do not reflect subsequent changes.

 (2) Swaps with Intercontinental Exchange (ICE) are centrally cleared over-the-counter (OTC) swaps.

 (3) The notional amount of each credit default swap where the Fund has sold protection approximates the maximum potential amount of future payments that the Fund could be required to make if a credit event were to occur.

 (4) 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).

Currency Abbreviations

EUR – European Monetary Unit

GBP – British pound

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Amount is stated in United States dollars unless otherwise noted.

 (b) Restricted securities (including private placements) - 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 $890,231 or 0.0% of net assets.

 (c) Level 3 security

 (d) 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 $2,217,676,541 or 30.8% of net assets.

 (e) Security initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

 (f) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

 (g) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

 (h) Non-income producing - Security is in default.

 (i) A portion of the security sold on a delayed delivery basis.

 (j) Coupon is indexed to a floating interest rate which may be multiplied by a specified factor and/or subject to caps or floors.

 (k) Non-income producing

 (l) Remaining maturities of bank loan obligations may be less than the stated maturities shown as a result of contractual or optional prepayments by the borrower. Such prepayments cannot be predicted with certainty.

 (m) The coupon rate will be determined upon settlement of the loan after period end.

 (n) Affiliated Fund

 (o) Security is perpetual in nature with no stated maturity date.

 (p) 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 $9,996.

 (q) 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.

 (r) 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 
Chesapeake Energy Corp. 2/10/21 $6,099 
Mesquite Energy, Inc. 15% 7/15/23 11/5/20 - 1/15/21 $864,624 

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 $51,165 
Total $51,165 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable.

Affiliated Underlying Funds

Fiscal year to date information regarding the Fund's investments in affiliated Underlying Funds, excluding any Money Market Central Funds, is presented below. Exchanges between classes of the same affiliated Underlying Funds may occur.

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain (loss) Change in Unrealized appreciation (depreciation) Value, end of period 
Fidelity Capital & Income Fund $147,684,574 $552,373,026 $114,005,045 $16,323,275 $566,512 $44,056,018 $630,675,085 
Total $147,684,574 $552,373,026 $114,005,045 $16,323,275 $566,512 $44,056,018 $630,675,085 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable.

Investment Valuation

The following is a summary of the inputs used, as of February 28, 2021, 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:     
Communication Services $2,055,223 $2,055,223 $-- $-- 
Consumer Discretionary -- -- -- -- 
Energy 7,534,382 6,323,484 25,607 1,185,291 
Health Care 6,315,157 -- 6,315,157 -- 
Materials 1,191,600 1,191,600 -- -- 
Utilities 9,968,999 2,196,225 7,772,774 -- 
Corporate Bonds 3,095,512,562 -- 3,093,699,704 1,812,858 
Bank Loan Obligations 168,294,908 -- 168,294,908 -- 
Fixed-Income Funds 3,807,410,062 3,807,410,062 -- -- 
Preferred Securities 9,063,542 -- 9,063,542 -- 
Money Market Funds 100,011,150 100,011,150 -- -- 
Other Short-Term Investments 3,498,614 -- 3,498,614 -- 
Total Investments in Securities: $7,210,856,199 $3,919,187,744 $3,288,670,306 $2,998,149 
Derivative Instruments:     
Assets     
Futures Contracts $111,270 $111,270 $-- $-- 
Forward Foreign Currency Contracts 10,581 -- 10,581 -- 
Swaps 224,254 -- 224,254 -- 
Total Assets $346,105 $111,270 $234,835 $-- 
Liabilities     
Futures Contracts $(554,230) $(554,230) $-- $-- 
Forward Foreign Currency Contracts -- -- -- -- 
Swaps (6,366) -- (6,366) -- 
Total Liabilities $(560,596) $(554,230) $(6,366) $-- 
Total Derivative Instruments: $(214,491) $(442,960) $228,469 $-- 

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 28, 2021. 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),(b) $224,254 $(6,366) 
Total Credit Risk 224,254 (6,366) 
Foreign Exchange Risk   
Forward Foreign Currency Contracts(c) 10,581 
Total Foreign Exchange Risk 10,581 
Interest Rate Risk   
Futures Contracts(d) 111,270 (554,230) 
Total Interest Rate Risk 111,270 (554,230) 
Total Value of Derivatives $346,105 $(560,596) 

 (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.

 (b) For centrally cleared over-the-counter (OTC) swaps, reflects gross cumulative appreciation (depreciation) as presented in the Schedule of Investments. In the Statement of Assets and Liabilities, the period end daily variation margin for centrally cleared OTC swaps is included in receivable or payable for daily variation margin on centrally cleared OTC swaps, and the net cumulative appreciation (depreciation) for centrally cleared OTC swaps is included in Total accumulated earnings (loss).

 (c) Gross value is presented in the Statement of Assets and Liabilities in the unrealized appreciation/depreciation on forward foreign currency contracts line-items.

 (d) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. In the Statement of Assets and Liabilities, the period end daily variation margin is included in receivable or payable for daily variation margin on futures contracts, and the net cumulative appreciation (depreciation) is included in Total accumulated earnings (loss).

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


Financial Statements

Statement of Assets and Liabilities

  February 28, 2021 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $6,326,607,368) 
$6,562,742,402  
Fidelity Central Funds (cost $17,438,567) 17,438,712  
Other affiliated issuers (cost $549,697,848) 630,675,085  
Total Investment in Securities (cost $6,893,743,783)  $7,210,856,199 
Segregated cash with brokers for derivative instruments  5,090,000 
Cash  387,005 
Foreign currency held at value (cost $232,290)  231,313 
Receivable for investments sold   
Regular delivery  36,742,058 
Delayed delivery  150,969 
Unrealized appreciation on forward foreign currency contracts  10,581 
Receivable for fund shares sold  3,062,055 
Dividends receivable  14,165,066 
Interest receivable  45,409,848 
Distributions receivable from Fidelity Central Funds  1,285 
Receivable for daily variation margin on futures contracts  39,421 
Bi-lateral OTC swaps, at value  40,424 
Other receivables  63,106 
Total assets  7,316,249,330 
Liabilities   
Payable for investments purchased   
Regular delivery $69,328,333  
Delayed delivery 37,948,750  
Payable for fund shares redeemed 2,175,719  
Distributions payable 126,938  
Bi-lateral OTC swaps, at value 6,366  
Accrued management fee 751,959  
Payable for daily variation margin on centrally cleared OTC swaps 899,583  
Other payables and accrued expenses 968,926  
Total liabilities  112,206,574 
Net Assets  $7,204,042,756 
Net Assets consist of:   
Paid in capital  $7,011,334,953 
Total accumulated earnings (loss)  192,707,803 
Net Assets  $7,204,042,756 
Net Asset Value, offering price and redemption price per share ($7,204,042,756 ÷ 752,083,908 shares)  $9.58 

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


Statement of Operations

  Year ended February 28, 2021 
Investment Income   
Dividends:   
Unaffiliated issuers  $116,317,834 
Affiliated issuers  11,973,338 
Interest  101,368,538 
Income from Fidelity Central Funds  51,165 
Total income  229,710,875 
Expenses   
Management fee $16,350,582  
Custodian fees and expenses 40,508  
Independent trustees' fees and expenses 39,038  
Registration fees 189,289  
Audit 49,929  
Legal 12,063  
Interest 717  
Miscellaneous 291,049  
Total expenses before reductions 16,973,175  
Expense reductions (11,012,976)  
Total expenses after reductions  5,960,199 
Net investment income (loss)  223,750,676 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (4,578,317)  
Fidelity Central Funds 168  
Other affiliated issuers 566,512  
Forward foreign currency contracts (213,605)  
Foreign currency transactions 36,844  
Futures contracts (796,310)  
Swaps 702,218  
Capital gain distributions from underlying funds:   
Affiliated issuers 4,349,937  
Total net realized gain (loss)  67,447 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers 230,862,951  
Affiliated issuers 44,056,018  
Forward foreign currency contracts 10,581  
Assets and liabilities in foreign currencies 346  
Futures contracts (442,960)  
Swaps (379,628)  
Total change in net unrealized appreciation (depreciation)  274,107,308 
Net gain (loss)  274,174,755 
Net increase (decrease) in net assets resulting from operations  $497,925,431 

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


Statement of Changes in Net Assets

 Year ended February 28, 2021 Year ended February 29, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $223,750,676 $124,500,037 
Net realized gain (loss) 67,447 15,403,545 
Change in net unrealized appreciation (depreciation) 274,107,308 (11,198,658) 
Net increase (decrease) in net assets resulting from operations 497,925,431 128,704,924 
Distributions to shareholders (215,618,456) (128,212,511) 
Share transactions   
Proceeds from sales of shares 5,331,038,074 264,458,141 
Reinvestment of distributions 213,924,130 92,688,234 
Cost of shares redeemed (665,279,956) (958,070,158) 
Net increase (decrease) in net assets resulting from share transactions 4,879,682,248 (600,923,783) 
Total increase (decrease) in net assets 5,161,989,223 (600,431,370) 
Net Assets   
Beginning of period 2,042,053,533 2,642,484,903 
End of period $7,204,042,756 $2,042,053,533 
Other Information   
Shares   
Sold 582,425,242 27,921,160 
Issued in reinvestment of distributions 23,146,938 9,796,252 
Redeemed (72,541,960) (101,436,177) 
Net increase (decrease) 533,030,220 (63,718,765) 

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


Financial Highlights

Strategic Advisers Income Opportunities Fund

      
Years ended February 28, 2021 2020 A 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $9.32 $9.34 $9.53 $9.57 $8.48 
Income from Investment Operations      
Net investment income (loss)B .473 .515 .513 .489 .493 
Net realized and unrealized gain (loss) .241 (.001) (.222) (.050) 1.091 
Total from investment operations .714 .514 .291 .439 1.584 
Distributions from net investment income (.454) (.530) (.469) (.479) (.494) 
Distributions from net realized gain – (.004) (.012) – – 
Total distributions (.454) (.534) (.481) (.479) (.494) 
Net asset value, end of period $9.58 $9.32 $9.34 $9.53 $9.57 
Total ReturnC 8.05% 5.57% 3.21% 4.66% 19.08% 
Ratios to Average Net AssetsD,E      
Expenses before reductions .39% .34% .36% .38% .29% 
Expenses net of fee waivers, if any .14% .09% .11% .13% .04% 
Expenses net of all reductions .14% .09% .11% .13% .04% 
Net investment income (loss) 5.10% 5.44% 5.49% 5.09% 5.40% 
Supplemental Data      
Net assets, end of period (000 omitted) $7,204,043 $2,042,054 $2,642,485 $3,047,435 $3,318,071 
Portfolio turnover rateF 43% 40% 22% 33% 38% 

 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 mutual funds or exchange-traded funds (ETFs) are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of these expenses. For additional expense information related to investments in Fidelity Central Funds, please refer to the "Investments in Fidelity Central Funds" note found in the Notes to Financial Statements section of the most recent Annual or Semi-Annual report.

 E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment advisor, brokerage services, or other offset arrangements, if applicable, and do not represent the amount paid by the class during periods when reimbursements, waivers or reductions occur.

 F Amount does not include the portfolio activity of any underlying mutual funds or exchange-traded funds (ETFs).

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


Notes to Financial Statements

For the period ended February 28, 2021

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 is offered exclusively to certain clients of Strategic Advisers LLC (Strategic Advisers), an affiliate of Fidelity Management & Research Company LLC (FMR).

2. Significant Accounting Policies.

The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies. 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 any underlying mutual funds or exchange-traded funds (ETFs) as an investment of the Fund but does not include the underlying holdings of these funds. 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 Fair Value Committee (the Committee) established by the Fund's investment adviser. 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 loan obligations, 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. 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. For foreign debt securities, when significant market or security specific events arise, valuations may be determined in good faith in accordance with procedures adopted by the Board. Debt securities and swaps are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions.

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 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.

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.

The U.S. dollar value of foreign currency contracts is determined using currency exchange rates supplied by a pricing service and are 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, 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 28, 2021 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. 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.

Realized gains and losses on foreign currency transactions arise from the disposition of foreign currency, realized changes in the value of foreign currency between the trade and settlement dates on security transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on transaction date and the U.S. dollar equivalent of the amounts actually received or paid. Unrealized gains and losses on assets and liabilities in foreign currencies arise from changes in the value of foreign currency, and from assets and liabilities denominated in foreign currencies, other than investments, which are held at period end.

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 Fidelity Central Funds, if any, are recorded on the ex-dividend date. Income and capital gain distributions from any underlying mutual funds or exchange-traded funds (ETFs) are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Paid in Kind (PIK) income is recorded at the fair market value of the securities received. 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. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with any underlying mutual funds or exchange-traded funds (ETFs). Although not included in the Fund's expenses, the Fund indirectly bears its proportionate share of any underlying mutual funds or exchange-traded funds (ETFs) expenses through the impact of these expenses on each underlying mutual fund's or exchange-traded fund's (ETFs) 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) for certain Funds, certain independent Trustees have elected to defer receipt of a portion of their annual compensation. Deferred amounts are invested in affiliated mutual funds, are marked-to-market and remain in a fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees presented below are included in the accompanying Statement of Assets and Liabilities in other receivables and other payables and accrued expenses, as applicable.

Strategic Advisers Income Opportunities Fund $63,106 

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 28, 2021, 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 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 mutual funds or exchange-traded funds (ETFs), futures contracts, swaps, foreign currency transactions, market discount, partnerships, equity-debt classifications and contingent interest, deferred Trustees compensation, capital loss carryforwards and losses deferred due to wash sales and futures contracts.

As of period end, the cost and unrealized appreciation (depreciation) in securities, and derivatives if applicable, for federal income tax purposes were as follows:

Gross unrealized appreciation $343,600,300 
Gross unrealized depreciation (24,909,721) 
Net unrealized appreciation (depreciation) $318,690,579 
Tax Cost $6,892,147,036 

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

Undistributed ordinary income $3,033,811 
Capital loss carryforward $(128,668,252) 
Net unrealized appreciation (depreciation) on securities and other investments $318,456,260 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. 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 $(4,873,923) 
Long-term (123,794,329) 
Total capital loss carryforward $(128,668,252) 

The tax character of distributions paid was as follows:

 February 28, 2021 February 29, 2020 
Ordinary Income $215,618,456 $ 128,212,511 

Delayed Delivery Transactions and When-Issued Securities. During the period, certain Funds 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. Securities purchased on a delayed delivery or when-issued basis are identified as such in the Schedule of Investments. Compensation for interest forgone in the purchase of a delayed delivery or when-issued debt security may be received. With respect to purchase commitments, each applicable Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Payables and receivables associated with the purchases and sales of delayed delivery securities having the same coupon, settlement date and broker are offset. Delayed delivery or when-issued securities that have been purchased from and sold to different brokers are reflected as both payables and receivables in the Statement of Assets and Liabilities under the caption "Delayed delivery", as applicable. 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.

Restricted Securities (including Private Placements). 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.

Loans and Other Direct Debt Instruments. Direct debt instruments are interests in amounts owed to lenders by corporate or other borrowers. These instruments may be in the form of loans, trade claims or other receivables and may include standby financing commitments such as revolving credit facilities that obligate a fund to supply additional cash to the borrower on demand. Loans may be acquired through assignment, participation, or may be made directly to a borrower. Such instruments are presented in the Bank Loan Obligations section in the Schedule of Investments. Certain funds may also invest in unfunded loan commitments, which are contractual obligations for future funding. Information regarding unfunded commitments is included at the end of the Schedule of Investments, if applicable.

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, forward foreign currency contracts and 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, to facilitate transactions in foreign-denominated securities 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.
 
Foreign Exchange Risk Foreign exchange rate risk relates to fluctuations in the value of an asset or liability due to changes in currency exchange rates.
 
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 forward foreign currency contracts and 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. Exchange-traded futures contracts are not covered by the ISDA Master Agreement; however counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade. 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 $702,218 $(379,628) 
Total Credit Risk 702,218 (379,628) 
Foreign Exchange Risk   
Forward Foreign Currency Contracts (213,605) 10,581 
Total Foreign Exchange Risk (213,605) 10,581 
Interest Rate Risk   
Futures Contracts (796,310) (442,960) 
Total Interest Rate Risk (796,310) (442,960) 
Totals $(307,697) $(812,007) 

A summary of the value of derivatives by primary risk exposure as of period end is included at the end of the Schedule of Investments.

Forward Foreign Currency Contracts. Forward foreign currency contracts represent obligations to purchase or sell foreign currency on a specified future date at a price fixed at the time the contracts are entered into. The Fund used forward foreign currency contracts to facilitate transactions in foreign-denominated securities and to manage exposure to certain foreign currencies.

Forward foreign currency contracts are valued daily and fluctuations in exchange rates on open contracts are recorded as unrealized appreciation or (depreciation) and reflected in the Statement of Assets and Liabilities. When the contract is closed, the Fund realizes a gain or loss equal to the difference between the closing value and the value at the time it was opened. Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on forward foreign currency contracts during the period is presented in the Statement of Operations.

Any open forward foreign currency contracts at period end are presented in the Schedule of Investments under the caption "Forward Foreign Currency Contracts." The contract amount and unrealized appreciation (depreciation) reflects each contract's exposure to the underlying currency at period end and is representative of volume of activity during the period.

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 bond market and fluctuations in interest rates.

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 on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is presented in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The notional 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. Cash deposited to meet initial margin requirements is presented as segregated cash with brokers for derivative instruments in the Statement of Assets and Liabilities.

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. Cash deposited to meet initial margin requirements is presented in segregated cash with brokers for derivative instruments in the Statement of Assets and Liabilities. 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 on centrally cleared OTC swaps 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 presented 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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, are noted in the table below.

 Purchases ($) Sales ($) 
Strategic Advisers Income Opportunities Fund 6,825,552,151 1,917,679,002 

Exchanges In-Kind. During the period, the Fund redeemed 80,136,437 shares of T. Rowe Price High Yield Fund Advisor Class in exchange for investments, including accrued interest, and cash with a value with a value of $510,469,102. The net realized gain of $15,328,811 on the Fund's redemptions of T. Rowe Price High Yield Fund Advisor Class shares are included in "Net realized gain (loss) on Investment securities: Unaffiliated issuers" in the accompanying Statement of Operations. The Fund recognized a net realized gain on the exchanges for federal income tax purposes.

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 .75% 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 a portion of its management fee as described in the Expense Reductions note.

Sub-Adviser. FIAM LLC (an affiliate of the investment adviser), PGIM, Inc. and T. Rowe Price Associates, 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.

Brokerage Commissions. A portion of portfolio transactions were placed 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 as follows:

 Amount 
Strategic Advisers Income Opportunities Fund $408 

Interfund Trades. Funds 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. Any 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 Money Market Central Funds are managed by FMR. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date ranged from less than .005% to .01%.

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.

Certain Funds participate 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 participating funds have agreed to pay commitment fees on their pro-rata portion of the line of credit, which are reflected in Miscellaneous expenses on the Statement of Operations, and are listed below.

 Amount 
Strategic Advisers Income Opportunities Fund $7,784 

During the period, there were no borrowings on this line of credit.

8. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity requirements. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. Any open loans, including accrued interest, at period end are presented under the caption "Notes payable" in the Statement of Assets and Liabilities, if applicable. Activity in this program during the period for which loans were outstanding was as follows:

 Average Loan Balance Weighted Average Interest Rate Interest Expense 
Strategic Advisers Income Opportunities Fund $10,579,500 1.22% $717 

9. 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, 2023. During the period, this waiver reduced the Fund's management fee by $ 11,007,319.

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 expenses. This amount totaled $251 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 by $5,406.

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.

11. Coronavirus (COVID-19) Pandemic.

An outbreak of COVID-19 first detected in China during December 2019 has since spread globally and was declared a pandemic by the World Health Organization during March 2020. Developments that disrupt global economies and financial markets, such as the COVID-19 pandemic, may magnify factors that affect the Fund's performance.

Report of Independent Registered Public Accounting Firm

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

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Strategic Advisers Income Opportunities Fund (one of the funds constituting Fidelity Rutland Square Trust II, referred to hereafter as the “Fund”) as of February 28, 2021, the related statement of operations for the year ended February 28, 2021, the statement of changes in net assets for each of the two years in the period ended February 28, 2021, including the related notes, and the financial highlights for each of the five years in the period ended February 28, 2021 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of February 28, 2021, 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 ended February 28, 2021 and the financial highlights for each of the five years in the period ended February 28, 2021 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of February 28, 2021 by correspondence with the custodian, issuers of privately offered securities, agent banks and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

April 21, 2021



We have served as the auditor of one or more investment companies in the Fidelity group of funds since 1932.

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 12 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.  Each Independent Trustee shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs.  The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees.  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. Robert A. Lawrence 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. Mary C. Farrell 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, and Fidelity's equity and high income funds. 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+

Robert A. Lawrence (1952)

Year of Election or Appointment: 2016

Trustee

Chairman of the Board of Trustees

Mr. Lawrence also serves as Trustee of other funds. Previously, Mr. Lawrence served as a Member of the Advisory Board of certain funds. Prior to his retirement in 2008, Mr. Lawrence served as Vice President of certain Fidelity® funds (2006-2008), Senior Vice President, Head of High Income Division of Fidelity Management & Research Company (investment adviser firm, 2006-2008), and President of Fidelity Strategic Investments (investment adviser firm, 2002-2005).

Charles S. Morrison (1960)

Year of Election or Appointment: 2020

Trustee

Mr. Morrison also serves as Trustee of other funds. Previously, Mr. Morrison served as President (2017-2018) and Director (2014-2018) of Fidelity SelectCo, LLC (investment adviser firm), President of Fidelity Management & Research Company (FMR) (investment adviser firm, 2016-2018), a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2014-2018), President, Asset Management (2014-2018), Trustee of the Fidelity Equity and High Income Funds (283 funds as of December 2018) (2014-2018), and was an employee of Fidelity Investments. Mr. Morrison also previously served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

 * 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 U.S. Core Property Fund (and, previously, other funds) of BlackRock Realty Group (2006-present). Previously, Mr. Aldrich served as 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 previously was a founder, Chief Executive Officer, and Chairman of AEW Capital Management, L.P. (then “Aldrich, Eastman and Waltch, L.P.”). Mr. Aldrich also served as a Director of LivelyHood, Inc. (private corporation, 2013-2020), a Trustee for the Fidelity Rutland Square Trust (2005-2010), 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 Emeritus of the Board of Directors of the National Bureau of Economic Research, the Board of Trustees of the Museum of Fine Arts Boston and the Board of Overseers of the Massachusetts Eye and Ear Infirmary.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee 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 serves as Chairman of the Board of Trustees of Yale-New Haven Hospital and Vice Chairman of the Yale New Haven Health System Board and previously served as Trustee on the Board of Overseers of the New York University Stern School of Business.

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) and Chief Executive Officer (2013-present) 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), Advisory Board Member of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Trustee of the Brigham and Women’s Hospital (2016-present), Overseer of the Boston Symphony Orchestra (2014-present), Member of the Board of Directors of The Advertising Council, Inc. (2016-present), Member of the Ron Burton Training Village Executive Board of Advisors (2018-present), Member of the Executive Committee of The Ad Council, Inc. (2019-present), and Member of the Board of Directors of The Ad Club of Boston (2020-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).

Christine Marcks (1955)

Year of Election or Appointment: 2020

Trustee

Ms. Marcks also serves as Trustee of other Funds. Prior to her retirement, Ms. Marcks served as Chief Executive Officer and President – Prudential Retirement (2007-2017) and Vice President for Rollover and Retirement Income Strategies (2005-2007), Prudential Financial, Inc. (financial services). Previously, Ms. Marcks served as a Member of the Advisory Board of certain Fidelity® funds (2019-2020), was Senior Vice President and Head of Financial Horizons (2002-2004) and Vice President, Strategic Marketing (2000-2002) of Voya Financial (formerly ING U.S.) (financial services), held numerous positions at Aetna Financial Services (financial services, 1987-2000) and served as an International Economist for the United States Department of the Treasury (1980-1987). Ms. Marcks also serves as a member of the Board of Trustees, Audit Committee and Benefits & Operations Committee of the YMCA Retirement Fund (2018-present), a non-profit organization providing retirement plan benefits to YMCA staff members, and as a member of the Board of Trustees of Assumption College (2019-present).

Heidi L. Steiger (1953)

Year of Election or Appointment: 2017

Trustee

Ms. Steiger also serves as Trustee of other funds. Ms. Steiger serves as Managing Partner of Topridge Associates, LLC (consulting, 2005-present), a member of the Advisory Board of the joint degree program in Global Luxury Management at North Carolina State University (Raleigh, NC) and Skema (Paris) (2018-present), a Non-Executive Director of CrowdBureau Corporation (financial technology company and index provider, 2018-present), a member of the Board of Directors (2013-present) and Chair of the Audit Committee and member of the Membership and Executive Committees (2017-present) of Business Executives for National Security (nonprofit), and member of the Board of Directors Chair of the Remuneration Committee of Imagine Intelligent Materials Limited (2019-present) (technology company). Previously, Ms. Steiger served as a member of the Global Advisory Board and Of Counsel to Signum Global Advisors (international policy and strategy, 2018-2020), Eastern Region President of The Private Client Reserve of U.S. Bancorp (banking and financial services, 2010-2015), Advisory Director of Berkshire Capital Securities, LLC (financial services, 2009-2010), President and Senior Advisor of Lowenhaupt Global Advisors, LLC (financial services, 2005-2007), and President and Contributing Editor of Worth Magazine (2004-2005) and held a variety of positions at Neuberger Berman Group, LLC (financial services, 1986-2004), including Partner and Executive Vice President and Global Head of Private Asset Management at Neuberger Berman (1999-2004). Ms. Steiger also served as a member of the Board of Directors of Nuclear Electric Insurance Ltd (insurer of nuclear utilities, 2006-2017), a member of the Board of Trustees and Audit Committee of the Eaton Vance Funds (2007-2010), a member of the Board of Directors of Aviva USA (formerly AmerUs) (insurance, 2004-2014), and a member of the Board of Trustees and Audit Committee and Chair of the Investment Committee of CIFG (financial guaranty insurance, 2009-2012), and a member of the Board of Directors of Kin Group Plc (formerly, Fitbug Holdings) (health and technology, 2016-2017).

 + 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 (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer or Howard E. Cox, Jr. may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Ralph F. Cox (1932)

Year of Election or Appointment: 2020

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board 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, 1999-present). 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 Trustee of other funds (2006-2020), 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.

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board of other funds. Mr. Cox is a Partner of Greylock (venture capital, 1971-present) and a Director of Stryker Corporation (medical products and services, 1974-present). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010). Mr. Cox also serves as a Member of the Secretary of Defense's Business Board of Directors (2008-present), a Director of Business Executives for National Security (1997-present), a Director of the Brookings Institution (2010-present), a Director of the World Economic Forum’s Young Global Leaders Foundation (2009-present), and is a Member of the Harvard Medical School Board of Fellows (2002-present). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as Assistant Treasurer of other funds. Mr. Brown is an employee of Fidelity Investments (2013-present).

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke serves as Head of Investment Operations for Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments (1998-present). Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) 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).

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

Assistant Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato is an employee of Fidelity Investments (2017-present). Previously, Ms. Del Prato served as President and Treasurer of The North Carolina Capital Management Trust: Cash Portfolio and Term Portfolio (2018-2020). Prior to joining Fidelity Investments, Ms. Del Prato served as a Managing Director and Treasurer of the JPMorgan Mutual Funds (2014-2017). Prior to JPMorgan, Ms. Del Prato served as a partner at Cohen Fund Audit Services (accounting firm, 2012-2013) and KPMG LLP (accounting firm, 2004-2012).

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 LLC (investment adviser firm, 2015-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present). Previously, Mr. Gryglewicz served as Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-2019), and as Chief Compliance Officer of certain Fidelity® funds (2014-2018).

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2005-present). Previously, Mr. Hogan served as Deputy Treasurer of certain Fidelity® funds (2016-2020) and Assistant Treasurer of certain Fidelity® funds (2016-2018). 

Christina H. Lee (1975)

Year of Election or Appointment: 2020

Secretary and Chief Legal Officer

Ms. Lee also serves as Secretary and CLO of other funds. Ms. Lee serves as Vice President, Associate General Counsel (2014-present) and is an employee of Fidelity Investments (2007-present). Previously, Ms. Lee served as Assistant Secretary of certain funds (2018-2019).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2020

Assistant Secretary

Ms. Lo Bessette also serves as an officer of other funds. Ms. Lo Bessette serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company LLC (investment adviser firm, 2019-present); and CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present). She is a Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2019-present), and is an employee of Fidelity Investments. Previously, Ms. Lo Bessette served as CLO, Secretary, and Senior Vice President of FMR Co., Inc. (investment adviser firm, 2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2019). Prior to joining Fidelity Investments, Ms. Lo Bessette was Executive Vice President, General Counsel (2016-2019) and Senior Vice President, Deputy General Counsel (2015-2016) of OppenheimerFunds (investment management company) and Deputy Chief Legal Officer (2013-2015) of Jennison Associates LLC (investment adviser firm).

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Maher served as Assistant Treasurer of certain funds (2013-2020); 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).

Brett Segaloff (1972)

Year of Election or Appointment: 2021

Anti-Money Laundering (AML) Officer

Mr. Segaloff also serves as an AML Officer of other funds and other related entities. He is Director, Anti-Money Laundering (2007-present) of FMR LLC (diversified financial services company) and is an employee of Fidelity Investments (1996-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2020

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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 (accounting firm, 1996-2009). Previously, Ms. Smith served as Assistant Treasurer (2013-2019) and Deputy Treasurer (2013-2016) of certain Fidelity® funds.

Marc L. Spector (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Spector also serves as an officer of other funds. Mr. Spector serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2016-present). Prior to joining Fidelity Investments, Mr. Spector served as Director at the Siegfried Group (accounting firm, 2013-2016), and prior to Siegfried Group as audit senior manager at Deloitte & Touche LLP (accounting firm, 2005-2013).

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as Assistant Treasurer of other funds. Mr. Wegmann is an employee of Fidelity Investments (2011-present).

Shareholder Expense Example

As a shareholder, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or redemption proceeds, as applicable and (2) ongoing costs, which generally include 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 a 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, 2020 to February 28, 2021).

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 for a class/Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. If any fund is a shareholder of any underlying mutual funds or exchange-traded funds (ETFs) (the Underlying Funds), such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses incurred presented in the table. These fees and expenses are not included in the 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 actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the 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. If any fund is a shareholder of any Underlying Funds, such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses as presented in the table. These fees and expenses are not included in the 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, 2020 
Ending
Account Value
February 28, 2021 
Expenses Paid
During Period-B
September 1, 2020
to February 28, 2021 
Strategic Advisers Income Opportunities Fund .14%    
Actual  $1,000.00 $1,059.80 $.72 
Hypothetical-C  $1,000.00 $1,024.10 $.70 

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

 B Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/ 365 (to reflect the one-half year period). The fees and expenses of any Underlying Funds are not included in each annualized expense ratio.

 C 5% return per year before expenses

Distributions (Unaudited)

A total of 0.03% 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 designates $81,622,669 of distributions paid in the calendar year 2020 as qualifying to be taxed as section 163(j) interest dividends.

The fund will notify shareholders in January 2022 of amounts for use in preparing 2021 income tax returns.

Board Approval of Investment Advisory Contracts

Strategic Advisers Income Opportunities Fund

In September 2020, the Board of Trustees, including the Independent Trustees (together, the Board) voted to approve a new sub-advisory agreement among Strategic Advisers LLC (Strategic Advisers), T. Rowe Price Associates, Inc. (Sub-Adviser), and Fidelity Rutland Square Trust II (Trust) on behalf of the fund (New Sub-Advisory Agreement). 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 New Sub-Advisory Agreement.

In considering whether to approve the New 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 New Sub-Advisory Agreement is in the best interests of the fund and its shareholders and does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage. Also, the Board found that the fees to be charged under the New Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and 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. The Board's decision to approve the New 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. In addition, individual Trustees did not necessarily attribute the same weight or importance to each factor.

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 considered the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up. The Board also considered the structures of the investment personnel compensation programs and whether such structures provide appropriate incentives to act in the best interests of the fund. The Board noted that it is familiar with the nature, extent and quality of services provided by the Sub-Adviser from its oversight of the Sub-Adviser on behalf of other funds overseen by the Board and that the same support staff, including compliance personnel, that currently provide services to other Strategic Advisers funds will also provide services to the fund.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Sub-Adviser's investment staff, its use of technology, and the Sub-Adviser's approach to managing and compensating investment personnel. The Board noted that the Sub-Adviser will utilize a different investment mandate to manage the fund than it currently uses in managing other funds overseen by the Board 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 Sub-Adviser's 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 Sub-Adviser's 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 services to be performed by the Sub-Adviser under the New Sub-Advisory Agreement; and (ii) the resources to be devoted to the fund's compliance policies and procedures.

Investment Performance.  The Board considered the historical investment performance of the 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 New Sub-Advisory Agreement should benefit the fund's shareholders.

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

The Board noted that the New Sub-Advisory Agreement will not result in changes 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 portion of the fund's management fee. The Board further considered that allocating assets to the Sub-Adviser is expected to result in an increase in the fund's management fee but such increase will be offset by a corresponding decrease in underlying fund expenses. The Board also considered that after allocating assets to the Sub-Adviser, the fund's management fee is expected to continue to rank below the competitive peer group median and after the projected decreases in total expenses resulting from funding the Sub-Adviser and another previously approved sub-advised mandate the fund's total net expenses are expected to decrease below the competitive peer group median reported in the June 2020 management contract renewal materials.

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 New 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 New 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, as well as information regarding potential fall-out benefits accruing to each sub-adviser, if any, as a result of its relationship with the fund, during its annual renewal of the fund's management contract, sub-advisory agreements, and sub-subadvisory agreements. The Board considered Strategic Advisers' representation that it does not anticipate that the approval of the New Sub-Advisory Agreement will have a significant impact on the profitability of, or potential 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 management contract, sub-advisory agreements, and sub-subadvisory agreements. The Board noted that the New Sub-Advisory Agreement provides for breakpoints that have the potential to reduce sub-advisory fees paid to the sub-adviser as assets allocated to the 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 concluded that the New Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the New Sub-Advisory Agreement is in the best interests of the fund and its shareholders and should be approved. The Board also concluded that the sub-advisory fees to be charged under the New Sub-Advisory Agreement 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 New Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Board Approval of Investment Advisory Contracts and Management Fees

Strategic Advisers Income Opportunities Fund
  Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes at a meeting on the renewal of the management contract with Strategic Advisers LLC (Strategic Advisers) and the sub-advisory agreement with FIAM LLC (the Sub-Adviser) (the Sub-Advisory Agreement and, together with the management contract, the Advisory Contracts) for the fund. Strategic Advisers and the Sub-Adviser are referred to herein as the Investment Advisers. 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, covers an extensive agenda of topics and materials and 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. The Board, acting directly and through its committees, requests and receives information concerning the annual consideration of the renewal of the fund’s Advisory Contracts.

At its September 2020 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund’s Advisory Contracts. In reaching its determination to renew the fund’s Advisory Contracts, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services 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 provided by and the profits, if any, realized by Strategic Advisers from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and are realized as the fund grows and 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 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 Advisers, including the backgrounds of the fund’s investment personnel and also considered 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 investment personnel 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, among other things, (i) setting, implementing and monitoring the investment strategies for the funds; (ii) identifying and recommending sub-advisers for the funds; (iii) overseeing compliance with federal securities laws by each sub-adviser with respect to the portion of fund assets allocated to the sub-adviser; (iv) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (v) 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 Strategic Advisers’ sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

The Board also considered the nature, extent and quality of services provided by the Sub-Adviser. The Trustees noted that under the Sub-Advisory Agreement subject to oversight by Strategic Advisers, the Sub-Adviser is responsible for, among other things, identifying investments for the portion of fund assets allocated to the Sub-Adviser, if any, and executing portfolio transactions to implement its investment strategy. In addition, the Trustees noted that the Sub-Adviser is responsible for providing such reporting as may be requested from Strategic Advisers to fulfill its oversight responsibilities discussed above.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers’ investment staffs, 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. The Board also considered the Investment Advisers’ investments in business continuity planning, and their success in continuously providing services to the fund notwithstanding the severe disruptions caused by the COVID-19 pandemic.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of administrative and shareholder services performed by Strategic Advisers and its affiliates under the management 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 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 and its performance history.

In connection with the renewal of the Advisory Contracts, the Board considered annualized return information for the fund for different time periods, measured against an appropriate securities market index (“benchmark index”) and a peer group of mutual funds with similar objectives (“peer group”).

The Board considered discussions that occur at Board meetings throughout the year with representatives of Strategic Advisers about fund investment performance and the performance of the Sub-Adviser as part of regularly scheduled fund reviews and other reports to the Board on fund performance, taking into account various factors including general market conditions. In its discussions with representatives of Strategic Advisers regarding fund performance, the Board gave particular attention to information indicating underperformance of certain funds for specific time periods and discussed with Strategic Advisers the reasons for any such underperformance.

The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2019, 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- and five-year periods and in the first quartile for the three-year period ended December 31, 2019. The Board also noted that the fund had out-performed 74%, 81%, and 70% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2019. The Board also noted that the investment performance of the fund was higher than its benchmark for the one-year period and lower 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 continue to benefit the shareholders of the fund.

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, as discussed below. The Board also noted Strategic Advisers’ proposal to extend the management fee waiver and considered the fund’s contractual maximum aggregate annual management fee rate. 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 also are 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 %s 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 was considered by the Board.

Strategic Advisers Income Opportunities Fund


The Board noted that the fund’s management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for the 12-month period ended December 31, 2019.

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 rate as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, 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 12-month period ended December 31, 2019. The Board considered that, in general, various factors can affect total expenses. The Board noted that the fund’s total expenses ranked above the competitive median of its institutional peer group, primarily because the fund’s underlying assets are invested in unaffiliated mutual funds that charge a 12b-1 fee, resulting in higher other expenses as compared to the fund’s institutional peers. The Board also noted that the fund’s total expenses for the period ended December 31, 2019 did not reflect a projected decrease in total expenses resulting from a reallocation of assets to PGIM, Inc.’s sub-advised sleeve, which occurred in January 2020. If this change had been in effect, the fund’s total expenses would have ranked below the median of the Fund’s Total Mapped Group.

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 and the Sub-Adviser, 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 the 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 relationships 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.

A public accounting firm has been engaged annually by the Board as part of the Board’s assessment of Fidelity’s profitability analysis. The 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 certain fund profitability information and its conformity to established allocation methodologies. After considering the 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 Fidelity’s non-fund businesses and potential indirect benefits such businesses may have received as a result of their association with Fidelity’s mutual fund business (i.e., fall-out benefits) as well as cases where Fidelity’s affiliates may benefit from the fund’s business. The Board noted that changes to fall-out benefits year-over-year reflect business developments at Fidelity’s various businesses.

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.

The Board also considered information regarding the profitability of the Sub-Adviser’s relationship with the fund and the potential fall-out benefits, if any, that may accrue to the Sub-Adviser as a result of its relationship with the fund. The Board considered profitability information provided by the Sub-Adviser in light of the nature of the relationship between Strategic Advisers and the Sub-Adviser with respect to the negotiation of sub-advisory fees.

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 Agreement 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 Strategic Advisers’ management fee waiver into consideration.

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 arrangements 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.

Board Approval of Amended Sub-Advisory Agreements

Strategic Advisers Income Opportunities Fund

In December 2020, the Board of Trustees, including the Independent Trustees (together, the Board) voted to approve an amendment to lower the fee schedule in the existing sub-advisory agreement among Strategic Advisers LLC (Strategic Advisers), PGIM, Inc. (PGIM), and Fidelity Rutland Square Trust II (Trust) on behalf of the fund (Amended Sub-Advisory Agreement). The Board noted that the updated fee schedule in the Amended Sub-Advisory Agreement will result in the same or lower fees at all asset levels. The Board also noted that no other material contract terms are impacted by the Amended Sub-Advisory Agreement. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information.

In considering whether to approve the Amended 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 Amended 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 or its affiliates derive an inappropriate advantage. Also, the Board found that the fees to be charged under the Amended Sub-Advisory Agreement bear a reasonable relationship to the services to be rendered and 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. The Board's decision to approve the Amended 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. In addition, individual Trustees did not necessarily attribute the same weight or importance to each factor.

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 considered the fund's investment objective, strategies and related investment philosophy and current sub-adviser line-up, as well as the structures of the investment personnel compensation programs and whether such structures provide appropriate incentives to act in the best interests of the fund, at its December 2019 meeting. The Board considered the detailed information provided by Strategic Advisers and by PGIM with respect to the other fund it sub-advises in the June 2020 annual contract renewal materials.

The Board noted that it had approved the existing sub-advisory agreement with PGIM at its December 2019 meeting and that the Amended Sub-Advisory Agreement will not result in any changes to: (i) the nature, extent and quality of the sub-advisory services provided; (ii) the investment process or strategies employed in the management of the fund's assets; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management.

Investment Performance.  The Board did not consider performance to be a material factor in its decision to approve the Amended Sub-Advisory Agreement because the approval of the Amended Sub-Advisory Agreement will not result in any changes (i) to the fund's investment processes or strategies; or (ii) in the persons primarily responsible for the day-to-day management of the fund.

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

Competitiveness of Management Fee and Total Fund Expenses.

The Board noted that the Amended Sub-Advisory Agreement will not result in changes 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 portion of the fund's management fee. The Board considered that the Amended Sub-Advisory Agreement is expected to result in a decrease in the total management fee rate of the fund. 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 Amended 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 of the relationship with the fund to Strategic Advisers to be significant factors in its decision to approve the Amended 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, as well as information regarding potential fall-out benefits accruing to each sub-adviser, if any, as a result of its relationship with the fund, during its annual renewal of the fund's management contract, sub-advisory agreements, and sub-subadvisory agreements. The Board considered Strategic Advisers' representation that it does not anticipate that the approval of the Amended Sub-Advisory Agreement will have a significant impact on the profitability of, or potential 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 management contract, sub-advisory agreements, and sub-subadvisory agreements. The Board noted that the Amended Sub-Advisory Agreement will continue to provide for breakpoints that have the potential to reduce sub-advisory fees paid to the sub-adviser as assets allocated to the sub-adviser grow. The Board also noted that it did not consider the possible realization of economies of scale to be a significant factor in its decision to approve the Amended Sub-Advisory Agreement because the fund will not bear any additional management fees or expenses under the Amended Sub-Advisory Agreements.

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 Amended Sub-Advisory Agreement's fee structure bears a reasonable relationship to the services to be rendered and that the Amended Sub-Advisory Agreement is in the best interests of the fund and its shareholders and should be approved. The Board also concluded that the sub-advisory fees to be charged under the Amended Sub-Advisory Agreement 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 Amended Sub-Advisory Agreement does not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Liquidity Risk Management Program

The Securities and Exchange Commission adopted Rule 22e-4 under the Investment Company Act of 1940 (the Liquidity Rule) to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that funds will be unable to meet their redemption obligations and mitigating dilution of the interests of fund shareholders.

The Fund has adopted and implemented a liquidity risk management program (the Program) reasonably designed to assess and manage the Fund’s liquidity risk and to comply with the requirements of the Liquidity Rule. The Fund’s Board of Trustees (the Board) has designated the Fund’s investment adviser as administrator of the Program. Strategic Advisers has established a Liquidity Risk Management Committee (the LRM Committee) to manage the Program for each of the Funds. The LRM Committee monitors the adequacy and effectiveness of implementation of the Program and on a periodic basis assesses each Fund’s liquidity risk based on a variety of factors including (1) the Fund’s investment strategy, (2) portfolio liquidity and cash flow projections during normal and reasonably foreseeable stressed conditions, (3) shareholder redemptions and (4) borrowings and other funding sources, as applicable.

In accordance with the Program, each of the Fund’s portfolio investments is classified into one of four liquidity categories described below based on a determination of a reasonable expectation for how long it would take to convert the investment to cash (or sell or dispose of the investment) without significantly changing its market value.

  • Highly liquid investments – cash or convertible to cash within three business days or less
  • Moderately liquid investments – convertible to cash in three to seven calendar days
  • Less liquid investments – can be sold or disposed of, but not settled, within seven calendar days
  • Illiquid investments – cannot be sold or disposed of within seven calendar days

Liquidity classification determinations take into account a variety of factors including various market, trading and investment-specific considerations, as well as market depth, and generally utilize analysis from a third-party liquidity metrics service.

The Liquidity Rule places a 15% limit on a fund’s illiquid investments and requires funds that do not primarily hold assets that are highly liquid investments to determine and maintain a minimum percentage of the fund’s net assets to be invested in highly liquid investments (highly liquid investment minimum or HLIM). The Program includes provisions reasonably designed to comply with the 15% limit on illiquid investments and for determining, periodically reviewing and complying with the HLIM requirement as applicable.

At a recent meeting of the Fund’s Board of Trustees, the LRM Committee provided a written report to the Board pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the annual period from December 1, 2019 through November 30, 2020. The report concluded that the Program has been implemented and is operating effectively and is reasonably designed to assess and manage the Fund’s liquidity risk.

Proxy Voting Results

A special meeting of shareholders was held on November 2, 2020. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.

 # of
Votes 
% of
Votes 
ROBERT A. LAWRENCE 
Affirmative 204,250,982,594.51 96.530 
Withheld 7,343,512,146.85 3.470 
TOTAL 211,594,494,741.36 100.000 
CHARLES S. MORRISON 
Affirmative 204,349,460,488.43 96.576 
Withheld 7,245,034,252.93 3.424 
TOTAL 211,594,494,741.36 100.000 
PETER C. ALDRICH 
Affirmative 203,499,803,652.67 96.175 
Withheld 8,094,691,088.69 3.825 
TOTAL 211,594,494,741.36 100.000 
MARY C. FARRELL 
Affirmative 204,011,925,737.22 96.417 
Withheld 7,582,569,004.14 3.583 
TOTAL 211,594,494,741.36 100.00 
KAREN KAPLAN 
Affirmative 204,297,547,550.53 96.552 
Withheld 7,296,947,190.83 3.448 
TOTAL 211,594,494,741.36 100.000 
CHRISTINE MARCKS 
Affirmative 204,700,871,317.72 96.743 
Withheld 6,893,623,423.64 3.257 
TOTAL 211,594,494,741.36 100.000 
HEIDI L. STEIGER 
Affirmative 204,406,589,957.28 96.603 
Withheld 7,187,904,784.08 3.397 
TOTAL 211,594,494,741.36 100.000 

PROPOSAL 2

To approve the conversion of a fundamental investment policy to a non-fundamental investment policy.

 # of
Votes 
% of
Votes 
Affirmative 3,831,765,583.07 84.970 
Against 315,345,593.47 6.993 
Abstain 362,478,017.55 8.037 
Broker Non-Vote 0.00 0.000 
TOTAL 4,509,589,194.09 100.000 

PROPOSAL 5

To approve a sub-subadvisory agreement between FIAM LLC (FIAM) and FMR Investment Management (UK) Limited (FMR UK).

 # of
Votes 
% of
Votes 
Affirmative 4,030,430,264.44 89.375 
Against 187,186,493.29 4.151 
Abstain 291,972,436.36 6.474 
Broker Non-Vote 0.00 0.000 
TOTAL 4,509,589,194.09 100.000 

PROPOSAL 6

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Hong Kong) Limited (FMR H.K.).

 # of
Votes 
% of
Votes 
Affirmative 3,971,648,704.49 88.072 
Against 247,538,127.20 5.489 
Abstain 290,402,362.40 6.439 
Broker Non-Vote 0.00 0.000 
TOTAL 4,509,589,194.09 100.000 

PROPOSAL 7

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Japan) Limited (FMR Japan).

 # of
Votes 
% of
Votes 
Affirmative 4,031,254,876.92 89.393 
Against 188,132,587.82 4.172 
Abstain 290,201,729.35 6.435 
Broker Non-Vote 0.00 0.000 
TOTAL 4,509,589,194.09 100.000 
Proposal 1 reflects trust wide proposal and voting results. 





Fidelity Investments

SRQ-ANN-0421
1.912881.110


Strategic Advisers® Emerging Markets Fund

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



Annual Report

February 28, 2021

Fidelity Investments



Fidelity Investments

Contents

Note to Shareholders

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of 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

Liquidity Risk Management Program

Proxy Voting Results


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. © 2021 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-PORT. Forms N-PORT are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-PORT 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.institutional.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.



Note to Shareholders:

Early in 2020, the outbreak and spread of a new coronavirus emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and the outlook for corporate earnings. The virus causes a respiratory disease known as COVID-19. On March 11, 2020 the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread.

In the weeks following, as the crisis worsened, we witnessed an escalating human tragedy with wide-scale social and economic consequences from coronavirus-containment measures. The outbreak of COVID-19 prompted a number of measures to limit the spread, including travel and border restrictions, quarantines, and restrictions on large gatherings. In turn, these resulted in lower consumer activity, diminished demand for a wide range of products and services, disruption in manufacturing and supply chains, and – given the wide variability in outcomes regarding the outbreak – significant market uncertainty and volatility. Amid the turmoil, global governments and central banks took unprecedented action to help support consumers, businesses, and the broader economies, and to limit disruption to financial systems.

The situation continues to unfold, and the extent and duration of its impact on financial markets and the economy remain highly uncertain. Extreme events such as the coronavirus crisis are “exogenous shocks” that can have significant adverse effects on mutual funds and their investments. Although multiple asset classes may be affected by market disruption, the duration and impact may not be the same for all types of assets.

Fidelity is committed to helping you stay informed amid news about COVID-19 and during increased market volatility, and we’re taking extra steps to be responsive to customer needs. We encourage you to visit our websites, where we offer ongoing updates, commentary, and analysis on the markets and our funds.

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 28, 2021 Past 1 year Past 5 years Past 10 years 
Strategic Advisers® Emerging Markets Fund 37.42% 15.85% 4.93% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Strategic Advisers® Emerging Markets Fund, a class of the fund, on February 28, 2011.

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

$16,187Strategic Advisers® Emerging Markets Fund

$15,457MSCI Emerging Markets Index

Management's Discussion of Fund Performance

Market Recap:  The MSCI ACWI (All Country World Index) ex USA Index gained 26.37% for the 12 months ending February 28, 2021, a volatile and unpredictable period that will be remembered by most investors for the impact of the coronavirus pandemic. The early-2020 outbreak and spread of COVID-19 resulted in non-U.S. stocks suffering one of the quickest declines on record, through late March, followed by a historic rebound. The crisis and containment efforts caused broad contraction in global economic activity, along with dislocation in financial markets. Rapid and expansive monetary/fiscal-policy responses partially offset the economic disruption and fueled the market surge, as did resilient corporate earnings and the potential for a COVID-19 vaccine breakthrough. The rally slowed in early September (-2.45%), when stocks began a two-month retreat. November (+13.46%) was a much different story, however, as investors digested election results in the U.S. The momentum continued in the final three months of the period (+7.75%), driven by regulatory approvals and the distribution of COVID-19 vaccines. For the full year, emerging markets (+37%) was the top region, followed by Japan (+29%) and Europe ex U.K. (+25%). Conversely, the U.K. (+9%), Canada (+20%) and Asia Pacific ex Japan (+21%) lagged. By sector, information technology (+63%) led, while materials (+49%) and consumer discretionary (+43%) also stood out. In contrast, real estate (+2%), energy (+4%) and utilities (+7%) notably underperformed.

Comments from Portfolio Manager Wilfred Chilangwa:  For the fiscal year ending February 28, 2021, the Fund advanced 37.42%, outpacing the 36.07% increase in the benchmark MSCI Emerging Markets Index. During the period, growth stocks topped their value-oriented counterparts. However, the outperformance of growth was not as pronounced as it was in international developed-markets. Within this environment, growth-oriented managers emphasizing momentum and/or company quality delivered the best results. Within the Fund, the Select Emerging Markets Equity strategy from sub-adviser FIAM® (+45%) was the biggest relative contributor, led by strong security selection in China. This mandate is a GARP (growth-at-a-reasonable-price) approach that combines bottom-up stock selection with a risk-controlled portfolio-construction process. Fidelity® Emerging Markets Fund (+48%) also added considerable value. This fund incorporates elements of both GARP and earnings momentum in seeking to invest in companies with growing earnings. It benefited most from stock picks in China. Sub-adviser Schroders (+44%) provided a further boost versus the benchmark. One key advantage of Schroders’ strategy is its emphasis on country selection within its investment process. It benefited from an overweighted allocation in South Korea, along with favorable investment choices in China and Taiwan. On the downside, Fidelity® SAI Emerging Markets Low Volatility Index Fund (+19%) was the primary relative detractor. This fund seeks to replicate the performance of an index of emerging markets (EM) stocks that have exhibited lower volatility than the broad EM market. Despite its style being out of favor this period, the fund serves an important risk-management role in the portfolio. Sub-adviser T. Rowe Price (+33%), which follows a GARP discipline with a quality bias, lagged the benchmark and modestly detracted. Looking ahead, I plan to keep the Fund’s exposure to China – a key benchmark constituent – close to the benchmark’s weight.

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 28, 2021

 % of fund's net assets 
Fidelity Emerging Markets Fund 7.4 
Fidelity SAI Emerging Markets Low Volatility Index Fund 5.6 
Fidelity SAI Emerging Markets Index Fund 4.8 
Tencent Holdings Ltd. 4.7 
Taiwan Semiconductor Manufacturing Co. Ltd. 4.2 
Fidelity SAI Emerging Markets Value Index Fund 3.5 
Samsung Electronics Co. Ltd. 3.5 
Goldman Sachs Emerging Markets Equity Fund Institutional Shares 3.4 
Alibaba Group Holding Ltd. sponsored ADR 3.0 
Invesco Developing Markets Fund Class R6 2.6 
 42.7 

Top Five Market Sectors as of February 28, 2021

(stocks only) % of fund's net assets 
Information Technology 15.3 
Consumer Discretionary 12.7 
Financials 11.8 
Communication Services 8.0 
Materials 4.4 

Geographic Diversification (% of fund's net assets)

As of February 28, 2021 
   United States of America* 38.4% 
   Cayman Islands 17.0% 
   Korea (South) 9.0% 
   Taiwan 8.5% 
   China 7.1% 
   India 5.0% 
   Brazil 3.3% 
   South Africa 2.2% 
   Russia 1.5% 
   Other 8.0% 


 * 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 28, 2021 
   Common Stocks 60.6% 
   Preferred Stocks 1.7% 
   Diversifed Emerging Markets Funds 35.9% 
   Other 0.1% 
   Short-Term Investments and Net Other Assets (Liabilities) 1.7% 


Asset allocations of funds in the pie chart reflect the categorizations of assets as defined by Morningstar as of the reporting date.

Schedule of Investments February 28, 2021

Showing Percentage of Net Assets

Common Stocks - 60.6%   
 Shares Value 
COMMUNICATION SERVICES - 8.0%   
Diversified Telecommunication Services - 0.2%   
Hellenic Telecommunications Organization SA 129,032 $1,983,409 
KT Corp. 119,540 2,758,274 
LG Telecom Ltd. 336,271 3,519,210 
Magyar Telekom PLC 28,408 38,576 
Ooredoo QSC 62,110 131,323 
Saudi Telecom Co. 88,959 2,817,845 
Telefonica Brasil SA 266,302 2,090,805 
Telkom SA Ltd. 405,832 1,096,970 
Turk Telekomunikasyon A/S 1,505,584 1,556,924 
  15,993,336 
Entertainment - 0.7%   
Bilibili, Inc. ADR (a)(b) 143,046 18,019,505 
CD Projekt RED SA (a) 65,762 4,134,142 
DouYu International Holdings Ltd. ADR (a) 83,252 1,193,834 
HUYA, Inc. ADR (a) 35,416 933,212 
IGG, Inc. 421,000 628,532 
International Games Systems Co. Ltd. 187,000 5,555,053 
NCSOFT Corp. 3,426 2,844,049 
NetEase, Inc. ADR 277,775 30,513,584 
NHN Entertainment Corp. (a) 2,843 174,232 
PlayWay SA 323 47,491 
Sea Ltd. ADR (a) 9,613 2,265,688 
TEN Square Games SA 1,452 192,954 
Tencent Music Entertainment Group ADR (a) 132,100 3,397,612 
Webzen, Inc. (a) 6,824 218,484 
  70,118,372 
Interactive Media & Services - 6.8%   
Autohome, Inc. ADR Class A 142,482 16,248,647 
Baidu.com, Inc. sponsored ADR (a) 146,634 41,564,874 
JOYY, Inc. ADR (b) 52,600 6,201,540 
Kakao Corp. 54,314 23,507,445 
Kuaishou Technology Class B (c) 197,900 7,878,800 
Mail.Ru Group Ltd. GDR (Reg. S) (a) 315,578 8,473,269 
NAVER Corp. 141,113 46,932,330 
Tencent Holdings Ltd. 4,977,689 433,044,076 
Tongdao Liepin Group (a) 1,213,800 2,957,644 
Yandex NV Series A (a) 570,139 36,480,344 
  623,288,969 
Media - 0.1%   
Astro Malaysia Holdings Bhd 193,200 45,268 
Cheil Worldwide, Inc. 21,770 375,536 
China South Publishing & Media Group Co. Ltd. (A Shares) 60,765 93,186 
Chinese Universe Publishing and Media Group Co. Ltd. (A Shares) 752,641 1,154,217 
Focus Media Information Technology Co. Ltd. (A Shares) 2,087,600 3,530,300 
Hyundai HCN 27,783 91,417 
MultiChoice Group Ltd. 293,181 2,473,329 
PT Surya Citra Media Tbk (a) 261,700 36,388 
  7,799,641 
Wireless Telecommunication Services - 0.2%   
Bharti Airtel Ltd. 2,288,874 17,221,426 
MTN Group Ltd. 10,958 52,642 
SK Telecom Co. Ltd. 4,861 1,061,847 
Turkcell Iletisim Hizmet A/S 594,924 1,269,673 
VEON Ltd. sponsored ADR 277,792 494,470 
  20,100,058 
TOTAL COMMUNICATION SERVICES  737,300,376 
CONSUMER DISCRETIONARY - 12.7%   
Auto Components - 0.4%   
Anhui Zhongding Sealing Parts Co. Ltd. (A Shares) 376,840 570,339 
Apollo Tyres Ltd. 303,594 953,030 
CEAT Ltd. 24,791 534,601 
Changchun Faway Automobile Components Co. Ltd. (A Shares) 186,472 268,974 
Cheng Shin Rubber Industry Co. Ltd. 107,000 165,646 
Chian Hsing Forging Industrial Co. Ltd. 10,000 17,974 
DTR Automotive Corp. 1,408 34,278 
Fuyao Glass Industries Group Co. Ltd. (A Shares) 1,217,433 8,902,566 
Hankook Tire Co. Ltd. 19,715 833,170 
Huayu Automotive Systems Co. Ltd. (A Shares) 168,751 672,382 
Hyundai Mobis 61,673 16,573,397 
MAHLE Metal Leve SA 5,800 18,339 
Mando Corp. 4,875 270,227 
Somboon Advance Technology PCL unit 71,100 43,281 
Tianneng Power International Ltd. (b) 1,275,826 2,467,287 
Yoo Sung Enterprise 12,624 33,701 
  32,359,192 
Automobiles - 1.2%   
Bajaj Auto Ltd. 255,583 13,131,222 
BYD Co. Ltd. (H Shares) 376,500 9,649,778 
Dongfeng Motor Group Co. Ltd. (H Shares) 2,272,000 2,091,431 
Ford Otomotiv Sanayi A/S 72,212 1,702,538 
Great Wall Motor Co. Ltd. (H Shares) 4,465,500 12,982,360 
Guangzhou Automobile Group Co. Ltd. (H Shares) 4,750,000 4,409,234 
Hero Motocorp Ltd. 310,854 13,554,692 
Hyundai Motor Co. 77,790 16,351,061 
Kia Motors Corp. 339,472 23,905,525 
Loncin Motor Co. Ltd. 295,300 151,409 
Maruti Suzuki India Ltd. 25,615 2,378,734 
PT Astra International Tbk 9,061,600 3,436,281 
SAIC Motor Corp. Ltd. (A Shares) 1,216,693 3,992,915 
Tata Motors Ltd. (a) 29,271 128,668 
Tofas Turk Otomobil Fabrikasi A/S 218,301 1,018,792 
Tvs Motor Co. Ltd. 51,660 415,554 
  109,300,194 
Diversified Consumer Services - 0.6%   
New Oriental Education & Technology Group, Inc. (a) 16,600 2,958,478 
New Oriental Education & Technology Group, Inc. sponsored ADR (a) 209,435 37,199,845 
TAL Education Group ADR (a) 173,433 13,447,995 
Visang Education, Inc. 8,025 46,975 
YDUQS Participacoes SA 463,998 2,493,776 
  56,147,069 
Hotels, Restaurants & Leisure - 0.7%   
Galaxy Entertainment Group Ltd. 131,000 1,197,442 
Haidilao International Holding Ltd. (c) 126,000 1,033,965 
Huazhu Group Ltd. ADR 147,479 8,574,429 
Jubilant Foodworks Ltd. 53,355 2,161,203 
Sands China Ltd. 3,595,922 16,948,071 
Shangri-La Asia Ltd. (a) 3,476,000 3,558,257 
Songcheng Performance Development Co. Ltd. (A Shares) 1,354,160 4,214,006 
Wynn Macau Ltd. (a) 417,600 788,204 
Yum China Holdings, Inc. 16,250 975,865 
Yum China Holdings, Inc. 452,063 27,051,450 
  66,502,892 
Household Durables - 1.4%   
Arcelik A/S 216,803 968,596 
Basso Industry Corp. Ltd. 19,000 31,425 
Coway Co. Ltd. (a) 2,912 167,097 
Crompton Greaves Consumer Electricals Ltd. 31,037 161,677 
Cyrela Brazil Realty SA 83,600 369,951 
Ecovacs Robotics Co. Ltd. Class A (a) 205,421 3,367,557 
Gree Electric Appliances, Inc. of Zhuhai (A Shares) 606,131 5,522,919 
Guangdong Xinbao Electrical Appliances Holdings Co. Ltd. 88,300 606,017 
Haier Smart Home Co. Ltd. (A Shares) 3,251,722 14,523,185 
Hangzhou Robam Appliances Co. Ltd. (A Shares) 42,500 248,102 
Hisense Home Appliances Group Co. Ltd. (H Shares) 27,000 41,354 
KingClean Electric Co. Ltd. (A Shares) 28,000 116,149 
LG Electronics, Inc. 148,700 19,320,680 
Midea Group Co. Ltd. (A Shares) 4,551,601 65,429,067 
Oppein Home Group, Inc. (A Shares) 322,432 7,545,481 
Orient Electric Ltd. 16,547 60,571 
Zhejiang Supor Cookware Co. Ltd. 1,015,069 11,804,313 
  130,284,141 
Internet & Direct Marketing Retail - 7.2%   
Alibaba Group Holding Ltd. (a) 1,550,860 46,602,080 
Alibaba Group Holding Ltd. sponsored ADR (a) 1,176,409 279,703,004 
B2W Companhia Global do Varejo (a) 466,546 6,826,447 
Baozun, Inc.:   
Class A (a) 98,600 1,516,087 
sponsored ADR (a)(b) 46,356 2,129,131 
JD Health International, Inc. (c) 618,950 11,315,371 
JD.com, Inc.:   
Class A 85,800 4,024,001 
sponsored ADR (a) 1,320,745 123,978,333 
MakeMyTrip Ltd. (a) 38,726 1,299,257 
Meituan Class B (a)(c) 1,151,400 50,471,027 
MercadoLibre, Inc. (a) 10,923 17,893,076 
Naspers Ltd. Class N 252,451 59,572,740 
Ozon Holdings PLC ADR 43,452 2,578,876 
Pinduoduo, Inc. ADR (a) 111,400 19,067,224 
Prosus NV 24,798 2,956,332 
Tongcheng-Elong Holdings Ltd. (a) 3,648,400 8,570,138 
Trip.com Group Ltd. ADR (a) 497,352 19,620,536 
Vipshop Holdings Ltd. ADR (a) 229,304 8,557,625 
  666,681,285 
Multiline Retail - 0.1%   
Lojas Renner SA 2,021,997 13,226,939 
MINISO Group Holding Ltd. ADR (b) 12,843 342,523 
  13,569,462 
Specialty Retail - 0.3%   
China Yongda Automobiles Services Holdings Ltd. 2,280,000 3,321,623 
Foschini Ltd. (a) 261,513 1,814,885 
Lewis Group Ltd. 11,913 20,273 
Mr Price Group Ltd. 608,009 7,008,603 
SSI Group, Inc. (a) 143,000 4,168 
Zhongsheng Group Holdings Ltd. Class H 2,213,500 13,698,019 
  25,867,571 
Textiles, Apparel & Luxury Goods - 0.8%   
adidas AG 6,749 2,352,514 
Anta Sports Products Ltd. 460,000 7,057,352 
CECEP COSTIN New Materials Group Ltd. (a)(d) 741,000 28,660 
ECLAT Textile Co. Ltd. 261,000 4,021,795 
Fila Holdings Corp. 7,576 268,766 
Hyosung TNC Co. Ltd. 1,618 589,786 
KPR Mill Ltd. 2,740 34,329 
LG Fashion Corp. 7,144 97,891 
Li Ning Co. Ltd. 4,528,500 25,455,279 
Mavi Jeans Class B (a)(c) 644,327 4,381,259 
Pou Chen Corp. 787,000 852,703 
Regina Miracle International Holdings Ltd. (c) 577,000 199,364 
Shenzhou International Group Holdings Ltd. 1,311,000 27,229,222 
Vardhman Textiles Ltd. (a) 183 2,930 
Weiqiao Textile Co. Ltd. (H Shares) 139,556 40,842 
Welspun India Ltd. 83,379 78,037 
Zhejiang Semir Garment Co. Ltd. (A Shares) 431,700 615,367 
  73,306,096 
TOTAL CONSUMER DISCRETIONARY  1,174,017,902 
CONSUMER STAPLES - 3.5%   
Beverages - 0.8%   
Ambev SA 1,317,900 3,296,984 
Anheuser-Busch InBev SA NV 76,625 4,409,281 
Beijing Yanjing Brewery Co. Ltd. (A Shares) 967,970 1,040,450 
China Resources Beer Holdings Co. Ltd. 2,232,000 16,833,990 
Coca-Cola Icecek Sanayi A/S 21,299 203,332 
Heineken NV (Bearer) 75,607 7,452,970 
Kweichow Moutai Co. Ltd. (A Shares) 96,674 31,693,109 
Thai Beverage PCL 17,314,300 9,544,031 
Vina Concha y Toro SA 76,942 124,890 
  74,599,037 
Food & Staples Retailing - 1.0%   
Atacadao SA 1,391,600 4,720,445 
Bidcorp Ltd. 40,471 757,866 
Bim Birlesik Magazalar A/S JSC 863,536 7,685,694 
Clicks Group Ltd. 198,405 3,209,359 
Companhia Brasileira de Distribuicao Grupo Pao de Acucar 112,600 1,667,642 
CP ALL PCL (For. Reg.) 8,450,100 16,554,802 
Magnit OJSC 27,245 1,797,873 
President Chain Store Corp. 775,000 7,284,828 
Raia Drogasil SA 3,183,883 13,197,531 
Shoprite Holdings Ltd. 487,221 4,284,808 
Wal-Mart de Mexico SA de CV Series V 5,019,509 14,318,833 
X5 Retail Group NV GDR (Reg. S) 343,139 11,152,018 
Yifeng Pharmacy Chain Co. Ltd. 302,299 4,113,039 
  90,744,738 
Food Products - 1.3%   
Angel Yeast Co. Ltd. (A Shares) 933,734 7,700,423 
AVI Ltd. 337,427 1,583,301 
BRF SA (a) 201,400 777,684 
Charoen Pokphand Foods PCL (For. Reg.) 2,721,500 2,569,330 
China Mengniu Dairy Co. Ltd. 12,298,496 67,228,723 
Daesang Corp. 3,291 72,824 
Gruma S.A.B. de CV Series B 250,350 2,728,589 
Inner Mongoli Yili Industries Co. Ltd. (A Shares) 229,900 1,534,525 
JBS SA 2,296,629 10,581,164 
Marfrig Global Foods SA (a) 587,500 1,457,166 
Minerva SA 62,300 107,832 
Sanquan Food Co. Ltd. (A Shares) 158,240 651,274 
Tata Consumer Products Ltd. (a) 192,080 1,582,503 
Tingyi (Cayman Islands) Holding Corp. 1,104,000 2,217,551 
Uni-President China Holdings Ltd. 140,000 168,221 
Unified-President Enterprises Corp. 5,472,000 13,192,638 
Universal Robina Corp. 1,212,130 3,177,114 
WH Group Ltd. (c) 1,816,000 1,629,529 
  118,960,391 
Household Products - 0.0%   
Hindustan Unilever Ltd. 93,127 2,685,414 
Kimberly-Clark de Mexico SA de CV:   
Series A 374,214 598,320 
Series A sponsored ADR 2,476 19,746 
Opple Lighting Co. Ltd. (A Shares) 57,064 287,473 
  3,590,953 
Personal Products - 0.4%   
Emami Ltd. 10,684 65,777 
Hengan International Group Co. Ltd. 288,500 1,997,363 
LG Household & Health Care Ltd. 18,968 25,452,725 
Natura & Co. Holding SA 1,076,458 8,868,360 
Organic Tea Cosmetics Holdings Co. Ltd. (a) 4,513 2,822 
  36,387,047 
Tobacco - 0.0%   
ITC Ltd. 570,942 1,574,131 
TOTAL CONSUMER STAPLES  325,856,297 
ENERGY - 1.6%   
Energy Equipment & Services - 0.1%   
China Oilfield Services Ltd. (H Shares) 2,918,000 3,355,731 
Ezion Holdings Ltd. warrants 4/16/23 (a)(d) 5,020,014 5,911 
Tenaris SA sponsored ADR 115,600 2,421,820 
Yantai Jereh Oilfield Services (A Shares) 492,272 3,231,054 
  9,014,516 
Oil, Gas & Consumable Fuels - 1.5%   
China Petroleum & Chemical Corp. (H Shares) 26,602,000 14,816,255 
CNOOC Ltd. 3,795,000 4,552,350 
Empresas COPEC SA 1,021,113 11,511,836 
Gazprom OAO sponsored ADR (Reg. S) 897,767 5,207,049 
Grupa Lotos SA 4,822 54,133 
Lukoil PJSC 63,346 4,747,312 
Lukoil PJSC sponsored ADR 340,915 25,295,893 
MOL Hungarian Oil and Gas PLC Series A (For. Reg.) (a) 27,225 195,360 
NOVATEK OAO GDR (Reg. S) 132,117 22,512,737 
Petroleo Brasileiro SA - Petrobras (ON) 1,738,200 6,870,049 
PT Adaro Energy Tbk 1,702,400 141,070 
PT United Tractors Tbk 157,300 249,095 
Reliance Industries Ltd. 1,269,665 35,817,889 
Reliance Industries Ltd. sponsored GDR (c) 49,000 2,812,600 
Rosneft Oil Co. OJSC 743,321 5,233,831 
Susco Public Co. Ltd. unit 49,300 4,800 
Tsakos Energy Navigation Ltd. 3,003 27,778 
  140,050,037 
TOTAL ENERGY  149,064,553 
FINANCIALS - 11.0%   
Banks - 6.9%   
Absa Group Ltd. 1,433,203 11,493,092 
Akbank TAS 3,328,060 2,715,595 
Al Rajhi Bank 607,352 14,736,444 
AMMB Holdings Bhd 69,200 53,933 
Axis Bank Ltd. (a) 2,400,180 23,528,821 
Banco do Brasil SA 382,659 1,915,275 
Banco Santander Chile sponsored ADR 493,374 11,145,319 
Bancolombia SA sponsored ADR 19,811 662,678 
Bank Millennium SA (a) 95,055 104,706 
BNK Financial Group, Inc. 49,906 261,143 
Capitec Bank Holdings Ltd. (a) 168,777 14,932,686 
China Construction Bank Corp. (H Shares) 63,826,000 51,235,992 
China Merchants Bank Co. Ltd. (H Shares) 3,297,500 25,316,495 
Commercial International Bank SAE sponsored GDR 1,653,430 6,473,178 
Credicorp Ltd. (United States) 77,300 12,368,773 
CTBC Financial Holding Co. Ltd. 6,055,000 4,344,706 
DGB Financial Group Co. Ltd. 16,476 103,311 
E.SUN Financial Holdings Co. Ltd. 9,472,340 8,580,942 
First Abu Dhabi Bank PJSC 3,142,297 12,575,519 
Grupo Financiero Banorte S.A.B. de CV Series O (a) 6,604,114 33,164,199 
Grupo Financiero Inbursa S.A.B. de CV Series O (a) 320,573 288,992 
Habib Bank Ltd. 309,900 242,392 
Hana Financial Group, Inc. 643,520 21,145,798 
HDFC Bank Ltd. (a) 2,043,243 42,595,305 
HDFC Bank Ltd. sponsored ADR (a) 213,246 16,876,288 
ICICI Bank Ltd. (a) 2,882,358 23,553,914 
ICICI Bank Ltd. sponsored ADR (a) 2,134,010 35,445,906 
Industrial & Commercial Bank of China Ltd. (H Shares) 36,547,310 23,909,995 
Kasikornbank PCL NVDR 1,938,800 8,927,847 
KB Financial Group, Inc. 396,284 15,283,696 
Kiatnakin Bank PCL unit 45,000 87,253 
Komercni Banka A/S (a) 101,167 3,162,234 
Kotak Mahindra Bank Ltd. (a) 401,656 9,671,589 
Malayan Banking Bhd 1,167,825 2,312,895 
mBank SA 648 38,318 
National Bank of Greece SA (a) 2,438,800 6,179,322 
National Commercial Bank 534,292 6,695,567 
Nova Ljubljanska banka d.d. unit (a) 819,776 9,515,149 
OTP Bank PLC (a) 559,137 25,402,135 
Powszechna Kasa Oszczednosci Bank SA (a) 33,130 266,454 
PT Bank Bukopin Tbk (a) 5,600 228 
PT Bank Central Asia Tbk 7,527,200 17,734,379 
PT Bank Danamon Indonesia Tbk Series A 410,700 89,985 
PT Bank Mandiri (Persero) Tbk 28,843,100 12,350,710 
PT Bank Rakyat Indonesia Tbk 26,114,200 8,637,492 
Saudi Investment Bank (a) 2,079 8,703 
Sberbank of Russia 113,544 409,263 
Sberbank of Russia 4,063,081 14,738,976 
Sberbank of Russia sponsored ADR 3,362,043 48,749,624 
Shinhan Financial Group Co. Ltd. 288,708 8,373,483 
Siam Commercial Bank PCL (For. Reg.) 1,556,200 5,220,477 
Standard Bank Group Ltd. 574,068 5,045,918 
State Bank of India (a) 1,648,093 8,696,640 
TCS Group Holding PLC GDR 174,801 9,107,132 
TISCO Financial Group PCL 855,000 2,654,677 
Turkiye Garanti Bankasi A/S 4,347,563 5,221,700 
Turkiye Is Bankasi A/S Series C (a) 5,487,232 4,233,593 
United Bank Ltd. 397,673 320,729 
Yapi ve Kredi Bankasi A/S 1,580,932 564,105 
  639,471,670 
Capital Markets - 0.4%   
B3 SA - Brasil Bolsa Balcao 2,214,683 21,458,422 
CITIC Securities Co. Ltd. (H Shares) 857,500 1,848,449 
Hong Kong Exchanges and Clearing Ltd. 97,000 5,917,707 
Huatai Securities Co. Ltd. (H Shares) (c) 1,281,400 1,906,459 
Kiwoom Securities Co. Ltd. 2,237 255,935 
Korea Investment Holdings Co. Ltd. 39,384 3,049,354 
Noah Holdings Ltd. sponsored ADR (a) 29,141 1,302,603 
XP, Inc. Class A (a) 70,664 3,119,109 
  38,858,038 
Consumer Finance - 0.3%   
Bajaj Finance Ltd. 32,890 2,342,029 
Gentera S.A.B. de CV (a) 284,714 144,800 
Kaspi.KZ JSC unit 32,958 2,323,539 
Kruk SA (a) 4,717 227,448 
Samsung Card Co. Ltd. 4,749 138,781 
Shriram Transport Finance Co. Ltd. 1,039,639 18,039,748 
  23,216,345 
Diversified Financial Services - 0.4%   
Alexander Forbes Group Holdings Ltd. 888 248 
Chailease Holding Co. Ltd. 543,160 3,351,757 
FirstRand Ltd. 5,932,882 19,730,202 
Haci Omer Sabanci Holding A/S 879,341 1,240,851 
Rec Ltd. 826,684 1,515,015 
Yuanta Financial Holding Co. Ltd. 16,252,960 12,391,038 
  38,229,111 
Insurance - 2.5%   
AIA Group Ltd. 6,275,584 79,144,089 
BB Seguridade Participacoes SA 879,922 3,992,794 
China Life Insurance Co. Ltd. (H Shares) 8,567,000 18,092,229 
China Pacific Insurance (Group) Co. Ltd. (H Shares) 1,722,400 7,916,451 
Fubon Financial Holding Co. Ltd. 2,944,000 5,270,534 
HDFC Standard Life Insurance Co. Ltd. (a)(c) 96,201 911,631 
Hyundai Fire & Marine Insurance Co. Ltd. 39,359 764,473 
ICICI Lombard General Insurance Co. Ltd. (c) 22,361 431,270 
PICC Property & Casualty Co. Ltd. (H Shares) 8,692,000 6,578,014 
Ping An Insurance Group Co. of China Ltd. (H Shares) 6,493,000 80,348,119 
Porto Seguro SA 367,969 2,862,098 
Qualitas Controladora S.A.B. de CV 39,887 216,947 
Samsung Fire & Marine Insurance Co. Ltd. 61,561 9,445,514 
Samsung Life Insurance Co. Ltd. 63,215 4,204,896 
Sanlam Ltd. 2,396,896 9,627,978 
Sul America SA unit 268,935 1,585,047 
Wiz Solucoes e Corretagem de Seguros SA 17,800 19,883 
  231,411,967 
Thrifts & Mortgage Finance - 0.5%   
Housing Development Finance Corp. Ltd. 933,023 32,045,101 
LIC Housing Finance Ltd. 1,548,355 8,994,394 
  41,039,495 
TOTAL FINANCIALS  1,012,226,626 
HEALTH CARE - 1.8%   
Biotechnology - 0.2%   
Akeso, Inc. (c) 169,000 1,109,025 
Celltrion, Inc. (a) 1,908 503,430 
Innovent Biologics, Inc. (a)(c) 340,500 3,507,526 
Remegen Co. Ltd. (H Shares) (a)(c) 79,500 1,156,147 
Zai Lab Ltd. (a) 55,800 8,135,355 
  14,411,483 
Health Care Equipment & Supplies - 0.4%   
Edan Instruments, Inc. (A Shares) 146,770 428,173 
Hartalega Holdings Bhd 962,400 2,373,659 
Kossan Rubber Industries Bhd 938,500 914,311 
Mercator Medical SA 9,233 842,611 
Peijia Medical Ltd. (a)(c) 368,000 1,129,176 
Shenzhen Mindray Bio-Medical Electronics Co. Ltd. (A Shares) 302,825 19,548,713 
Supermax Corp. Bhd 1,942,500 2,318,831 
Top Glove Corp. Bhd 2,623,500 3,390,588 
Venus MedTech Hangzhou, Inc. (H Shares) (a)(c) 52,500 465,000 
  31,411,062 
Health Care Providers & Services - 0.2%   
Aier Eye Hospital Group Co. Ltd. (A Shares) 89,610 1,000,287 
Apollo Hospitals Enterprise Ltd. 10,077 416,869 
Guangzhou Kingmed Diagnostics Group Co. Ltd. (A Shares) 70,267 1,485,828 
Hapvida Participacoes e Investimentos SA (c) 3,288,000 9,093,894 
Mediclinic International PLC (a) 929,080 3,649,699 
National Medical Care Co. 15,802 219,513 
Neuca SA 233 43,398 
Qualicorp Consultoria E Corret 342,500 1,930,619 
Rede D'Oregon Sao Luiz SA (c) 149,987 1,849,345 
Shanghai Pharmaceuticals Holding Co. Ltd. (H Shares) 666,100 1,221,170 
  20,910,622 
Life Sciences Tools & Services - 0.4%   
Hangzhou Tigermed Consulting Co. Ltd. (H Shares) (a)(c) 286,100 5,599,208 
Joinn Laboratories China Co. Ltd. (H Shares) (c) 12,700 225,954 
Pharmaron Beijing Co. Ltd. (H Shares) (c) 161,200 2,755,786 
WuXi AppTec Co. Ltd. (H Shares) (c) 720,480 15,019,966 
Wuxi Biologics (Cayman), Inc. (a)(c) 1,252,500 15,517,124 
  39,118,038 
Pharmaceuticals - 0.6%   
Alkem Laboratories Ltd. 1,896 69,803 
Aspen Pharmacare Holdings Ltd. (a) 250,066 2,354,194 
Aurobindo Pharma Ltd. 251,212 2,905,670 
Cadila Healthcare Ltd. 270,783 1,593,854 
Cipla Ltd. 124,675 1,327,150 
CSPC Pharmaceutical Group Ltd. 2,742,160 2,863,616 
Dr. Reddy's Laboratories Ltd. 41,288 2,482,019 
Glenmark Pharmaceuticals Ltd. 52,865 333,333 
Hansoh Pharmaceutical Group Co. Ltd. (a)(c) 1,174,000 5,978,637 
Jiangsu Hengrui Medicine Co. Ltd. (A Shares) 366,876 5,767,894 
Richter Gedeon PLC 837,024 23,874,708 
Sino Biopharmaceutical Ltd. 6,149,000 6,841,515 
Sun Pharmaceutical Industries Ltd. 29,462 236,933 
  56,629,326 
TOTAL HEALTH CARE  162,480,531 
INDUSTRIALS - 2.1%   
Air Freight & Logistics - 0.2%   
InPost SA 129,925 2,846,153 
SF Holding Co. Ltd. (A Shares) 613,074 9,937,723 
T3Ex Global Holdings Corp. 12,787 20,805 
ZTO Express, Inc. (a) 123,800 4,155,323 
  16,960,004 
Airlines - 0.0%   
Azul SA sponsored ADR (a)(b) 113,766 2,448,244 
Copa Holdings SA Class A 14,238 1,305,197 
  3,753,441 
Building Products - 0.0%   
Kajaria Ceramics Ltd. 28,685 367,423 
Xinyi Glass Holdings Ltd. 598,000 1,673,008 
Zhejiang Weixing New Building Materials Co. Ltd. (A Shares) 147,800 423,874 
  2,464,305 
Commercial Services & Supplies - 0.1%   
Country Garden Services Holdings Co. Ltd. 319,502 2,628,036 
Greentown Service Group Co. Ltd. 1,200,000 1,219,114 
  3,847,150 
Construction & Engineering - 0.1%   
Budimex SA 65 6,010 
China Communications Services Corp. Ltd. (H Shares) 588,000 277,457 
DL E&C Co. Ltd. (a) 8,512 837,970 
DL Holdings Co. Ltd. 9,641 739,626 
Larsen & Toubro Ltd. 353,200 6,890,880 
Orascom Construction PLC 1,460 8,741 
Shanghai Construction Group Co. Ltd. (A Shares) 1,035,427 471,728 
Tekfen Holding A/S 384,729 831,440 
  10,063,852 
Electrical Equipment - 0.1%   
China High Speed Transmission Equipment Group Co. Ltd. 21,210 20,618 
DONGYANG E&P, Inc. 21,665 346,824 
Havells India Ltd. 173,162 2,589,221 
Hongfa Technology Co. Ltd. (A Shares) 261,011 2,077,962 
Weg SA 371,750 5,177,383 
  10,212,008 
Industrial Conglomerates - 0.3%   
Astra Industrial Group (a) 30,578 225,432 
CITIC Pacific Ltd. 843,000 714,052 
CJ Corp. 2,147 176,517 
Fosun International Ltd. 1,668,000 2,503,145 
Hanwha Corp. 80,493 2,095,270 
Hong Leong Industries Bhd 3,000 6,053 
Koc Holding A/S 2,138,516 6,213,913 
LG Corp. 51,544 4,292,571 
LT Group, Inc. 133,500 39,129 
Mannai Corp. (a) 86,440 69,451 
Samsung C&T Corp. 10,037 1,081,568 
SM Investments Corp. 358,645 7,427,603 
  24,844,704 
Machinery - 0.8%   
Airtac International Group 242,000 8,421,770 
Estun Automation Co. Ltd. (A Shares) (a) 849,700 3,863,257 
Grindwell Norton Ltd. 4,414 52,007 
Hangcha Group Co. Ltd. (A Shares) 121,994 392,821 
HIWIN Technologies Corp. 510,003 7,300,656 
Sany Heavy Industry Co. Ltd. (A Shares) 759,011 4,818,876 
Schaeffler India Ltd. 954 67,005 
Shenzhen Inovance Technology Co. Ltd. (A Shares) 350,300 4,614,115 
Sinotruk Hong Kong Ltd. 1,456,983 4,649,076 
Techtronic Industries Co. Ltd. 157,000 2,396,560 
Tian Di Science & Technology Co. Ltd. (A Shares) 333,700 162,852 
Turk Traktor ve Ziraat Makinalari A/S 3,239 93,898 
VST Tillers Tractors Ltd. 1,336 33,261 
Weichai Power Co. Ltd.:   
(A Shares) 1,090,602 3,713,856 
(H Shares) 7,952,000 23,272,296 
Zhejiang Sanhua Intelligent Controls Co. Ltd. (A Shares) 2,087,300 7,794,555 
Zhengzhou Yutong Bus Co. Ltd. (A Shares) 190,900 447,536 
Zoomlion Heavy Industry Science and Technology Co. Ltd. (H Shares) 610,600 930,489 
  73,024,886 
Marine - 0.0%   
Qatar Navigation QPSC (a) 6,188 12,404 
Professional Services - 0.1%   
51job, Inc. sponsored ADR (a) 23,563 1,545,733 
Centre Testing International Group Co. Ltd. (A Shares) 1,029,343 3,883,593 
Sporton International, Inc. 417,000 3,740,179 
  9,169,505 
Road & Rail - 0.1%   
Globaltrans Investment PLC GDR (Reg. S) 19,599 130,333 
Localiza Rent A Car SA 181,965 1,883,225 
Rumo SA (a) 948,300 3,062,744 
United International Transportation Co. 566,909 5,781,701 
  10,858,003 
Trading Companies & Distributors - 0.1%   
BOC Aviation Ltd. Class A (c) 504,000 4,873,363 
CCS Supply Chain Management Co. Ltd. A Shares 88,072 70,456 
  4,943,819 
Transportation Infrastructure - 0.2%   
Airports of Thailand PCL (For. Reg.) 4,594,500 9,586,655 
Grupo Aeroportuario del Sureste S.A.B. de CV:   
Series B(a) 94,400 1,766,215 
Series B sponsored ADR (a) 26,843 4,996,824 
Grupo Aeroportuario Norte S.A.B. de CV (a) 545,600 3,164,955 
Zhejiang Expressway Co. Ltd. (H Shares) 1,226,000 1,070,080 
  20,584,729 
TOTAL INDUSTRIALS  190,738,810 
INFORMATION TECHNOLOGY - 14.9%   
Communications Equipment - 0.1%   
Accton Technology Corp. 612,000 5,763,642 
Electronic Equipment & Components - 1.9%   
Alviva Holdings Ltd. 11,198 7,771 
AU Optronics Corp. (a) 3,383,000 2,293,305 
Chaozhou Three-Circle Group Co. (A Shares) 277,300 1,601,665 
Compeq Manufacturing Co. Ltd. 629,000 995,189 
Coretronic Corp. 106,400 183,231 
Delta Electronics, Inc. 1,118,000 11,250,996 
FLEXium Interconnect, Inc. 337,000 1,523,410 
General Interface Solution Holding Ltd. 45,000 180,013 
Hon Hai Precision Industry Co. Ltd. (Foxconn) 14,427,626 57,973,455 
Innolux Corp. 3,415,000 2,082,840 
Largan Precision Co. Ltd. 277,000 32,745,488 
LG Display Co. Ltd. (a) 57,396 1,148,658 
LG Innotek Co. Ltd. 27,755 4,898,557 
Redington India Ltd. 26,941 66,681 
Samsung Electro-Mechanics Co. Ltd. 15,812 2,657,479 
Samsung SDI Co. Ltd. 44,678 26,707,144 
Simplo Technology Co. Ltd. 31,000 416,514 
Sirtec International Co. Ltd. 1,000 985 
Sunny Optical Technology Group Co. Ltd. 580,500 14,519,142 
Unimicron Technology Corp. 1,570,000 5,491,874 
Yageo Corp. 246,600 5,246,432 
Zhen Ding Technology Holding Ltd. 1,143,000 4,920,891 
  176,911,720 
IT Services - 1.3%   
Globant SA (a) 16,788 3,604,719 
HCL Technologies Ltd. 876,428 10,780,360 
Infosys Ltd. 1,462,253 24,920,053 
Infosys Ltd. sponsored ADR 1,985,203 33,986,675 
MindTree Consulting Ltd. 111,574 2,414,089 
Mphasis BFL Ltd. 69,476 1,547,534 
Network International Holdings PLC (a)(c) 546,301 2,823,705 
PagSeguro Digital Ltd. (a) 157,441 9,141,024 
StoneCo Ltd. Class A (a) 60,502 5,191,677 
Tata Consultancy Services Ltd. 300,215 11,752,063 
Tech Mahindra Ltd. 307,500 3,821,448 
Wipro Ltd. 1,232,209 6,842,506 
WNS Holdings Ltd. sponsored ADR (a) 13,554 1,012,619 
  117,838,472 
Semiconductors & Semiconductor Equipment - 7.7%   
ASE Technology Holding Co. Ltd. 3,699,000 13,784,418 
ASM Pacific Technology Ltd. 69,200 962,641 
Elan Microelectronics Corp. 69,000 425,788 
eMemory Technology, Inc. 303,000 8,859,649 
Everlight Electronics Co. Ltd. 73,000 115,106 
King Yuan Electronics Co. Ltd. 902,000 1,287,970 
LONGi Green Energy Technology Co. Ltd. 474,680 7,657,749 
Malaysian Pacific Industries Bhd 12,286 112,118 
MediaTek, Inc. 2,063,900 66,345,725 
Novatek Microelectronics Corp. 318,000 5,407,814 
Phison Electronics Corp. 86,000 1,417,752 
Powertech Technology, Inc. 522,000 1,872,780 
Radiant Opto-Electronics Corp. 250,000 1,071,826 
Realtek Semiconductor Corp. 775,000 12,790,155 
Silergy Corp. 68,000 6,538,227 
Silicon Motion Technology Corp. sponsored ADR 8,585 510,292 
SK Hynix, Inc. 868,362 108,976,052 
Sonix Technology Co. Ltd. 222,000 673,813 
Taiwan Semiconductor Manufacturing Co. Ltd. 17,655,900 385,445,406 
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR 507,249 63,882,939 
United Microelectronics Corp. 6,754,000 13,159,032 
United Microelectronics Corp. sponsored ADR (b) 63,499 622,290 
Vanguard International Semiconductor Corp. 815,000 3,391,813 
Win Semiconductors Corp. 94,000 1,283,213 
Xinyi Solar Holdings Ltd. 2,494,000 5,241,083 
  711,835,651 
Software - 0.1%   
Asseco Poland SA 16,805 298,656 
Avast PLC (c) 492,228 3,168,267 
Cyient Ltd. 6,454 56,953 
Kaspi.KZ JSC unit (a)(c) 53,015 3,737,558 
Kingsoft Corp. Ltd. 182,000 1,276,460 
Ming Yuan Cloud Group Holdings Ltd. 267,131 1,511,910 
Mix Telematics Ltd. sponsored ADR 5,794 80,479 
Nucleus Software Exports Ltd. (a) 31,536 224,075 
Oracle Finance Services Software Ltd. 1,081 44,499 
  10,398,857 
Technology Hardware, Storage & Peripherals - 3.8%   
Acer, Inc. 427,000 411,328 
ASUSTeK Computer, Inc. 171,000 1,865,031 
Avalue Technology, Inc. 13,000 24,066 
Chicony Electronics Co. Ltd. 92,000 309,604 
Compal Electronics, Inc. 392,000 312,216 
Lenovo Group Ltd. 6,144,000 7,770,648 
Lite-On Technology Corp. 1,618,000 3,448,111 
Pegatron Corp. 2,303,000 6,163,807 
Quanta Computer, Inc. 242,000 737,990 
Samsung Electronics Co. Ltd. 4,400,970 322,015,055 
Wistron Corp. 377,000 432,820 
Xiaomi Corp. Class B (a)(c) 1,234,800 4,105,159 
  347,595,835 
TOTAL INFORMATION TECHNOLOGY  1,370,344,177 
MATERIALS - 4.2%   
Chemicals - 0.7%   
China Sanjiang Fine Chemicals Ltd. 329,000 146,336 
Hansol Chemical Co. Ltd. 33,007 7,142,820 
Kingfa Sci & Tech Co. Ltd. (A Shares) 1,172,301 4,569,605 
LG Chemical Ltd. 47,327 34,880,590 
Orbia Advance Corp. S.A.B. de CV 54,136 126,251 
PhosAgro OJSC GDR (Reg. S) 52,163 914,939 
Polyplex Corp. Ltd. 8,102 86,623 
Saudi Basic Industries Corp. 108,791 3,092,153 
Sociedad Quimica y Minera de Chile SA (PN-B) sponsored ADR 126,533 6,782,169 
Solar Industries India Ltd. 238,700 4,212,286 
Taekwang Industrial Co. Ltd. 168 140,357 
Yanbu National Petrochemical Co. 19,739 375,254 
  62,469,383 
Construction Materials - 0.6%   
Anhui Conch Cement Co. Ltd.:   
(A Shares) 192,400 1,584,923 
(H Shares) 2,216,000 14,256,316 
Arabian Cement Co. 9,255 104,136 
Asia Cement (China) Holdings Corp. 259,584 244,308 
Beijing Oriental Yuhong Waterproof Technology Co. Ltd. (A Shares) 264,350 1,928,179 
CEMEX S.A.B. de CV:   
unit (a) 1,299,780 866,064 
sponsored ADR (a) 2,086,398 13,791,091 
China Jushi Co. Ltd. (A Shares) 2,942,800 10,202,985 
China National Building Materials Co. Ltd. (H Shares) 3,108,442 4,712,888 
China Resources Cement Holdings Ltd. 378,165 450,495 
City Cement Co. 38,438 269,543 
JK Cement Ltd. 189,500 6,889,581 
Saudi Cement Co. 4,049 68,446 
Ultratech Cemco Ltd. 9,889 817,875 
  56,186,830 
Containers & Packaging - 0.0%   
Klabin SA unit 477,578 2,511,371 
Metals & Mining - 2.5%   
African Rainbow Minerals Ltd. 32,510 633,753 
Angang Steel Co. Ltd. (H Shares) 251,654 117,449 
Anglo American Platinum Ltd. 37,024 4,488,025 
AngloGold Ashanti Ltd. 210,242 4,204,481 
AngloGold Ashanti Ltd. sponsored ADR 44,728 892,771 
Ann Joo Resources Bhd (a) 500 291 
Baoshan Iron & Steel Co. Ltd. (A Shares) 6,494,001 7,541,893 
Barrick Gold Corp. 428,800 8,005,696 
Companhia Siderurgica Nacional SA (CSN) 87,200 511,449 
Eregli Demir ve Celik Fabrikalari T.A.S. 87,253 171,410 
Fangda Special Steel Technology Co. Ltd. (A Shares) 3,626,000 4,026,307 
First Quantum Minerals Ltd. 98,538 2,123,917 
Gold Fields Ltd. sponsored ADR 437,567 3,583,674 
Grupa Kety SA 325 45,357 
Grupo Mexico SA de CV Series B 2,022,857 9,604,244 
Harmony Gold Mining Co. Ltd. 107,851 404,971 
Hindalco Industries Ltd. 1,388,056 6,387,682 
Hunan Valin Steel Co. Ltd. (A Shares) 4,101,718 3,699,379 
Impala Platinum Holdings Ltd. 2,552,103 41,503,246 
KGHM Polska Miedz SA (Bearer) (a) 92,263 4,661,774 
KISCO Corp. 6,262 43,875 
Korea Zinc Co. Ltd. 28,522 10,206,982 
Kumba Iron Ore Ltd. 93,581 4,013,817 
Liuzhou Iron & Steel Co. Ltd. Class A 520,900 479,458 
Magnitogorsk Iron & Steel Works PJSC sponsored GDR (Reg. S) 37,183 350,264 
MMC Norilsk Nickel PJSC sponsored ADR 157,688 4,946,673 
Nanjing Iron & Steel Co. Ltd. 400,200 208,903 
Novolipetsk Steel OJSC GDR (Reg. S) 39,121 1,153,287 
Polyus PJSC 8,925 1,680,914 
Polyus PJSC unit 22,763 2,132,893 
POSCO 68,548 16,960,217 
POSCO sponsored ADR 35,807 2,187,808 
Saudi Arabian Mining Co. (a) 7,193 98,579 
SGIS Songshan Co. Ltd. (A Shares) 632,300 424,779 
Shanxi Taigang Stainless Steel Co. Ltd. (A Shares) 784,304 467,543 
Sheng Yu Steel Co. Ltd. 29,418 23,167 
Sibanye Stillwater Ltd. 2,075,681 9,543,602 
Southern Copper Corp. 162,806 11,612,952 
Tata Steel Ltd. 600,131 5,804,721 
Ternium SA sponsored ADR 488,533 15,002,848 
Vale SA 986,100 16,631,486 
Vale SA sponsored ADR 1,353,872 22,880,437 
Welspun Gujarat Stahl Rohren Ltd. 73,302 129,131 
Xinyu Iron & Steel Co. Ltd. 2,900,747 1,975,598 
  231,567,703 
Paper & Forest Products - 0.4%   
Duratex SA 1,829,235 6,009,103 
Nine Dragons Paper (Holdings) Ltd. 737,000 1,189,622 
Suzano Papel e Celulose SA (a) 1,861,000 24,297,736 
  31,496,461 
TOTAL MATERIALS  384,231,748 
REAL ESTATE - 0.5%   
Equity Real Estate Investment Trusts (REITs) - 0.0%   
Concentradora Fibra Danhos SA de CV 12,699 15,557 
Real Estate Management & Development - 0.5%   
Agile Property Holdings Ltd. 3,473,238 4,907,746 
Ayala Land, Inc. 9,296,600 7,451,400 
China Overseas Grand Oceans Group Ltd. 29,000 15,927 
China Overseas Land and Investment Ltd. 1,018,500 2,578,930 
China Resources Land Ltd. 558,000 2,650,994 
China Resources Mixc Lifestyle Services Ltd. (c) 55,000 339,298 
Country Garden Holdings Co. Ltd. 1,522,635 1,894,350 
Emaar Properties PJSC (a) 6,196,145 5,887,194 
Gemdale Properties and Investment Corp. Ltd. 628,000 97,158 
Greenland Holdings Corp. Ltd. (A Shares) 5,280,363 4,591,159 
Hang Lung Properties Ltd. 1,078,000 2,793,520 
K Wah International Holdings Ltd. 273,792 140,842 
KWG Property Holding Ltd. 1,094,500 1,659,434 
Longfor Properties Co. Ltd. (c) 1,148,000 6,808,269 
Powerlong Real Estate Holding Ltd. 195,417 148,393 
Shanghai Shimao Co. Ltd. (A Shares) 916,415 669,427 
Shimao Property Holdings Ltd. 379,000 1,248,438 
Sun Hung Kai Properties Ltd. 144,500 2,321,255 
Sunac China Holdings Ltd. 479,000 2,050,268 
  48,254,002 
TOTAL REAL ESTATE  48,269,559 
UTILITIES - 0.3%   
Electric Utilities - 0.0%   
CK Infrastructure Holdings Ltd. 205,500 1,190,909 
Equatorial Energia SA 999,426 3,584,537 
Neoenergia SA 53,800 156,959 
  4,932,405 
Gas Utilities - 0.3%   
China Gas Holdings Ltd. 2,141,200 8,626,691 
China Resource Gas Group Ltd. 444,000 2,218,154 
Daesung Energy Co. Ltd. 20,047 91,565 
ENN Energy Holdings Ltd. 605,400 9,280,284 
Indraprastha Gas Ltd. 649,141 4,319,149 
  24,535,843 
Independent Power and Renewable Electricity Producers - 0.0%   
AES Gener SA 308,602 53,076 
Guangdong Baolihua New Energy Stock Co. Ltd. A Shares 225,600 219,498 
Huadian Power International Corp. Ltd. (H Shares) 1,384,000 380,060 
  652,634 
TOTAL UTILITIES  30,120,882 
TOTAL COMMON STOCKS   
(Cost $3,610,678,387)  5,584,651,461 
Nonconvertible Preferred Stocks - 1.7%   
CONSUMER DISCRETIONARY - 0.0%   
Automobiles - 0.0%   
Hyundai Motor Co. 40,937 3,775,923 
Textiles, Apparel & Luxury Goods - 0.0%   
Alpargatas SA (PN) 3,200 19,945 
TOTAL CONSUMER DISCRETIONARY  3,795,868 
CONSUMER STAPLES - 0.0%   
Beverages - 0.0%   
Ambev SA sponsored ADR 1,420,100 3,621,255 
ENERGY - 0.2%   
Oil, Gas & Consumable Fuels - 0.2%   
Petroleo Brasileiro SA - Petrobras:   
(PN) (non-vtg.) 470,700 1,867,950 
(PN) sponsored ADR (non-vtg.) (b) 419,643 3,315,180 
sponsored ADR 1,498,600 11,883,898 
  17,067,028 
FINANCIALS - 0.8%   
Banks - 0.8%   
Banco Bradesco SA (PN) 1,057,112 4,338,456 
Itau Unibanco Holding SA 8,379,936 38,204,804 
Itau Unibanco Holding SA sponsored ADR 2,891,531 13,098,635 
Itausa-Investimentos Itau SA (PN) 8,302,320 14,740,388 
Sberbank of Russia 128,031 429,692 
Sberbank of Russia 106,170 354,298 
  71,166,273 
INDUSTRIALS - 0.1%   
Airlines - 0.1%   
Azul SA (a) 1,148,200 8,318,211 
INFORMATION TECHNOLOGY - 0.4%   
Technology Hardware, Storage & Peripherals - 0.4%   
Samsung Electronics Co. Ltd. 569,898 36,796,146 
MATERIALS - 0.2%   
Chemicals - 0.0%   
LG Chemical Ltd. 9,786 3,380,543 
Metals & Mining - 0.2%   
Bradespar SA (PN) 86,400 969,113 
Gerdau SA 2,584,617 11,931,059 
Metalurgica Gerdau SA (PN) 412,500 852,352 
Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.) 131,900 382,223 
  14,134,747 
TOTAL MATERIALS  17,515,290 
UTILITIES - 0.0%   
Electric Utilities - 0.0%   
Companhia de Transmissao de Energia Eletrica Paulista (PN) 104,566 445,938 
Companhia Energetica de Minas Gerais (CEMIG) (PN) 473,100 1,009,649 
Companhia Paranaense de Energia-Copel (PN-B) 79,800 834,139 
  2,289,726 
TOTAL NONCONVERTIBLE PREFERRED STOCKS   
(Cost $154,589,160)  160,569,797 
Equity Funds - 35.9%   
Diversified Emerging Markets Funds - 35.9%   
Aberdeen Emerging Markets Fund Institutional Service Class 10,174,515 212,749,103 
Brandes Emerging Markets Value Fund Class A 16,661,342 146,119,965 
Fidelity Emerging Markets Fund (e) 14,345,964 684,589,409 
Fidelity SAI Emerging Markets Index Fund (e) 25,364,113 438,038,233 
Fidelity SAI Emerging Markets Low Volatility Index Fund (e) 48,300,884 518,268,483 
Fidelity SAI Emerging Markets Value Index Fund (e) 22,772,922 323,147,760 
GMO Emerging Markets Fund - Class III 1,924,381 70,836,449 
Goldman Sachs Emerging Markets Equity Fund Institutional Shares 9,762,266 309,951,952 
Invesco Developing Markets Fund Class R6 4,411,986 240,982,698 
Invesco Emerging Markets Innovators Fund Class R6 4,822,957 66,267,429 
iShares MSCI China ETF (b) 1,959,010 170,649,361 
iShares MSCI EM ESG Optimized ETF (b) 209,609 9,141,048 
iShares MSCI South Korea Index ETF (b) 546,222 48,051,149 
Lazard Emerging Markets Equity Portfolio Open Shares 842,137 16,000,611 
Matthews Korea Fund Investor Class 4,457,127 27,990,757 
Matthews Pacific Tiger Fund Investor Class 135 4,934 
Xtrackers Harvest CSI 300 China ETF Class A (b) 545,987 22,549,263 
TOTAL EQUITY FUNDS   
(Cost $2,301,011,869)  3,305,338,604 
Other - 0.1%   
Commodity Funds - Broad Basket - 0.1%   
Fidelity SAI Inflation-Focused Fund (e)   
(Cost $6,768,588) 858,825 9,687,545 
U.S. Treasury Obligations - 0.1%   
 Principal Amount  
U.S. Treasury Bills, yield at date of purchase 0.07% to 0.08% 3/4/21 to 3/18/21 (f)   
(Cost $3,989,928) $3,990,000 3,989,969 
Money Market Funds - 3.8%   
Fidelity Cash Central Fund 0.07% (g) 8,971,500 8,973,295 
Fidelity Securities Lending Cash Central Fund 0.08% (g)(h) 213,442,625 213,463,969 
State Street Institutional U.S. Government Money Market Fund Premier Class .03% (i) 129,182,283 129,182,283 
TOTAL MONEY MARKET FUNDS   
(Cost $351,619,547)  351,619,547 
TOTAL INVESTMENT IN SECURITIES - 102.2%   
(Cost $6,428,657,479)  9,415,856,923 
NET OTHER ASSETS (LIABILITIES) - (2.2)%  (201,625,629) 
NET ASSETS - 100%  $9,214,231,294 

Futures Contracts      
 Number of contracts Expiration Date Notional Amount Value Unrealized Appreciation/(Depreciation) 
Purchased      
Equity Index Contracts      
ICE E-mini MSCI Emerging Markets Index Contracts (United States) 905 March 2021 $60,549,025 $1,867,784 $1,867,784 

The notional amount of futures purchased as a percentage of Net Assets is 0.7%

Security Type Abbreviations

ETF – Exchange-Traded Fund

Legend

 (a) Non-income producing

 (b) Security or a portion of the security is on loan at period end.

 (c) 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 $172,233,682 or 1.9% of net assets.

 (d) Level 3 security

 (e) Affiliated Fund

 (f) 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 $3,743,971.

 (g) 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.

 (h) Investment made with cash collateral received from securities on loan.

 (i) 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 $6,852 
Fidelity Securities Lending Cash Central Fund 1,442,058 
Total $1,448,910 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable. Amount for Fidelity Securities Lending Cash Central Fund represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities.

Affiliated Underlying Funds

Fiscal year to date information regarding the Fund's investments in affiliated Underlying Funds, excluding any Money Market Central Funds, is presented below. Exchanges between classes of the same affiliated Underlying Funds may occur.

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain (loss) Change in Unrealized appreciation (depreciation) Value, end of period 
Fidelity Emerging Markets Fund $398,711,045 $79,966,753 $-- $8,966,752 $-- $205,911,611 $684,589,409 
Fidelity SAI Emerging Markets Index Fund -- 911,326,684 798,214,709 11,635,473 163,004,686 161,921,572 438,038,233 
Fidelity SAI Emerging Markets Low Volatility Index Fund 232,700,499 206,870,434 -- 8,870,434 -- 78,697,550 518,268,483 
Fidelity SAI Emerging Markets Value Index Fund -- 263,332,400 -- 4,332,400 -- 59,815,360 323,147,760 
Fidelity SAI Inflation-Focused Fund -- 6,768,587 -- 268,588 -- 2,918,958 9,687,545 
Total $631,411,544 $1,468,264,858 $798,214,709 $34,073,647 $163,004,686 $509,265,051 $1,973,731,430 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable.

Investment Valuation

The following is a summary of the inputs used, as of February 28, 2021, 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:     
Communication Services $737,300,376 $296,302,037 $440,998,339 $-- 
Consumer Discretionary 1,177,813,770 1,033,385,594 144,399,516 28,660 
Consumer Staples 329,477,552 304,146,266 25,331,286 -- 
Energy 166,131,581 136,771,122 29,354,548 5,911 
Financials 1,083,392,899 695,682,884 387,710,015 -- 
Health Care 162,480,531 136,346,033 26,134,498 -- 
Industrials 199,057,021 185,315,043 13,741,978 -- 
Information Technology 1,407,140,323 955,441,786 451,698,537 -- 
Materials 401,747,038 368,952,853 32,794,185 -- 
Real Estate 48,269,559 48,269,559 -- -- 
Utilities 32,410,608 32,410,608 -- -- 
Equity Funds 3,305,338,604 3,305,338,604 -- -- 
Other 9,687,545 9,687,545 -- -- 
Other Short-Term Investments 3,989,969 -- 3,989,969 -- 
Money Market Funds 351,619,547 351,619,547 -- -- 
Total Investments in Securities: $9,415,856,923 $7,859,669,481 $1,556,152,871 $34,571 
Derivative Instruments:     
Assets     
Futures Contracts $1,867,784 $1,867,784 $-- $-- 
Total Assets $1,867,784 $1,867,784 $-- $-- 
Total Derivative Instruments: $1,867,784 $1,867,784 $-- $-- 

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 28, 2021. 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) $1,867,784 $0 
Total Equity Risk 1,867,784 
Total Value of Derivatives $1,867,784 $0 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. In the Statement of Assets and Liabilities, the period end daily variation margin is included in receivable or payable for daily variation margin on futures contracts, and the net cumulative appreciation (depreciation) is included in Total accumulated earnings (loss).

Other Information

Distribution of the direct investments by country of issue, as a percentage of Total Net Assets, is as follows (Unaudited):

United States of America 38.4% 
Cayman Islands 17.0% 
Korea (South) 9.0% 
Taiwan 8.5% 
China 7.1% 
India 5.0% 
Brazil 3.3% 
South Africa 2.2% 
Russia 1.5% 
Hong Kong 1.4% 
Others (Individually Less Than 1%) 6.6% 
 100.0% 

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


Financial Statements

Statement of Assets and Liabilities

  February 28, 2021 
Assets   
Investment in securities, at value (including securities loaned of $205,899,413) — See accompanying schedule:
Unaffiliated issuers (cost $4,818,766,808) 
$7,219,688,229  
Fidelity Central Funds (cost $222,437,264) 222,437,264  
Other affiliated issuers (cost $1,387,453,407) 1,973,731,430  
Total Investment in Securities (cost $6,428,657,479)  $9,415,856,923 
Cash  648,584 
Foreign currency held at value (cost $1,137,972)  1,123,808 
Receivable for investments sold  36,348,342 
Receivable for fund shares sold  4,699,345 
Dividends receivable  13,986,929 
Interest receivable  2,306 
Distributions receivable from Fidelity Central Funds  115,556 
Other receivables  71,072 
Total assets  9,472,852,865 
Liabilities   
Payable for investments purchased $25,628,094  
Payable for fund shares redeemed 3,374,291  
Accrued management fee 2,654,685  
Payable for daily variation margin on futures contracts 806,755  
Other payables and accrued expenses 12,744,346  
Collateral on securities loaned 213,413,400  
Total liabilities  258,621,571 
Net Assets  $9,214,231,294 
Net Assets consist of:   
Paid in capital  $6,260,150,753 
Total accumulated earnings (loss)  2,954,080,541 
Net Assets  $9,214,231,294 
Net Asset Value, offering price and redemption price per share ($9,214,231,294 ÷ 663,818,602 shares)  $13.88 

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


Statement of Operations

  Year ended February 28, 2021 
Investment Income   
Dividends:   
Unaffiliated issuers  $99,517,679 
Affiliated issuers  25,863,481 
Interest  388,365 
Income from Fidelity Central Funds (including $1,442,058 from security lending)  1,448,910 
Income before foreign taxes withheld  127,218,435 
Less foreign taxes withheld  (11,388,728) 
Total income  115,829,707 
Expenses   
Management fee $40,987,745  
Custodian fees and expenses 1,073,986  
Independent trustees' fees and expenses 69,285  
Registration fees 170,665  
Audit 115,234  
Legal 19,849  
Miscellaneous 114,790  
Total expenses before reductions 42,551,554  
Expense reductions (18,236,246)  
Total expenses after reductions  24,315,308 
Net investment income (loss)  91,514,399 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (net of foreign taxes of $59,351) 2,629,739  
Fidelity Central Funds 19,352  
Other affiliated issuers 163,004,686  
Foreign currency transactions (3,423,285)  
Futures contracts 45,837,106  
Capital gain distributions from underlying funds:   
Unaffiliated issuers 3,261,814  
Affiliated issuers 8,210,166  
Total net realized gain (loss)  219,539,578 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers (net of increase in deferred foreign taxes of $12,011,773) 1,862,797,063  
Affiliated issuers 509,265,051  
Assets and liabilities in foreign currencies (11,097)  
Futures contracts 12,320,411  
Total change in net unrealized appreciation (depreciation)  2,384,371,428 
Net gain (loss)  2,603,911,006 
Net increase (decrease) in net assets resulting from operations  $2,695,425,405 

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


Statement of Changes in Net Assets

 Year ended February 28, 2021 Year ended February 29, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $91,514,399 $108,126,598 
Net realized gain (loss) 219,539,578 4,525,353 
Change in net unrealized appreciation (depreciation) 2,384,371,428 (7,473,055) 
Net increase (decrease) in net assets resulting from operations 2,695,425,405 105,178,896 
Distributions to shareholders (90,024,462) (108,590,118) 
Share transactions   
Proceeds from sales of shares 3,358,154,783 778,953,889 
Reinvestment of distributions 81,913,668 107,714,914 
Cost of shares redeemed (1,649,482,798) (725,778,234) 
Net increase (decrease) in net assets resulting from share transactions 1,790,585,653 160,890,569 
Total increase (decrease) in net assets 4,395,986,596 157,479,347 
Net Assets   
Beginning of period 4,818,244,698 4,660,765,351 
End of period $9,214,231,294 $4,818,244,698 
Other Information   
Shares   
Sold 324,339,792 75,927,054 
Issued in reinvestment of distributions 6,168,199 9,678,318 
Redeemed (138,988,515) (69,026,725) 
Net increase (decrease) 191,519,476 16,578,647 

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


Financial Highlights

Strategic Advisers Emerging Markets Fund

      
Years ended February 28, 2021 2020 A 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $10.20 $10.23 $11.75 $9.14 $7.15 
Income from Investment Operations      
Net investment income (loss)B .15 .23C .17 .14 .10 
Net realized and unrealized gain (loss) 3.66 (.03) (1.53) 2.62 1.99 
Total from investment operations 3.81 .20 (1.36) 2.76 2.09 
Distributions from net investment income (.13) (.23) (.16) (.15) (.10) 
Distributions from net realized gain – – – D (.01) 
Total distributions (.13) (.23) (.16) (.15) (.10)E 
Net asset value, end of period $13.88 $10.20 $10.23 $11.75 $9.14 
Total ReturnF 37.42% 1.80% (11.48)% 30.23% 29.40% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .59% .64% .66% .70% .60% 
Expenses net of fee waivers, if any .34% .39% .41% .45% .35% 
Expenses net of all reductions .34% .39% .40% .45% .35% 
Net investment income (loss) 1.28% 2.20%C 1.60% 1.36% 1.23% 
Supplemental Data      
Net assets, end of period (000 omitted) $9,214,231 $4,818,245 $4,660,765 $5,070,379 $4,599,443 
Portfolio turnover rateI 43% 39% 57% 31% 23% 

 A For the year ended February 29.

 B Calculated based on average shares outstanding during the period.

 C Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.03 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.87%.

 D Amount represents less than $.005 per share.

 E Total distributions per share do not sum due to rounding.

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

 G Fees and expenses of any underlying mutual funds or exchange-traded funds (ETFs) are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of these expenses. For additional expense information related to investments in Fidelity Central Funds, please refer to the "Investments in Fidelity Central Funds" note found in the Notes to Financial Statements section of the most recent Annual or Semi-Annual report.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment advisor, brokerage services, or other offset arrangements, if applicable, and do not represent the amount paid by the class during periods when reimbursements, waivers or reductions occur.

 I Amount does not include the portfolio activity of any underlying mutual funds or exchange-traded funds (ETFs).

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


Notes to Financial Statements

For the period ended February 28, 2021

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 certain clients of Strategic Advisers LLC (Strategic Advisers), an affiliate of Fidelity Management & Research Company LLC (FMR). The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Significant Accounting Policies.

The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies. 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 Fair Value Committee (the Committee) established by the Fund's investment adviser. 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. 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, 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 28, 2021 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. Certain Funds 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 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 Fidelity Central Funds, if any, are recorded on the ex-dividend date. Income and capital gain distributions from any underlying mutual funds or exchange-traded funds (ETFs) are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. 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) for certain Funds, certain independent Trustees have elected to defer receipt of a portion of their annual compensation. Deferred amounts are invested in affiliated mutual funds, are marked-to-market and remain in a fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees presented below are included in the accompanying Statement of Assets and Liabilities in other receivables and other payables and accrued expenses, as applicable.

Strategic Advisers Emerging Markets Fund $65,069 

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 28, 2021, 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 futures contracts, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, partnerships, deferred trustees compensation, capital loss carryforwards and losses due to wash sales and excise tax regulations.

As of period end, the cost and unrealized appreciation (depreciation) in securities, and derivatives if applicable, for federal income tax purposes were as follows:

Gross unrealized appreciation $3,069,136,622 
Gross unrealized depreciation (123,997,228) 
Net unrealized appreciation (depreciation) $2,945,139,394 
Tax Cost $6,470,717,529 

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

Undistributed ordinary income $9,463,205 
Undistributed long-term capital gain $12,056,854 
Net unrealized appreciation (depreciation) on securities and other investments $2,944,693,583 

The tax character of distributions paid was as follows:

 February 28, 2021 February 29, 2020 
Ordinary Income $ 90,024,462 $ 108,590,118 

Restricted Securities (including Private Placements). 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 on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is presented in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The notional 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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, are noted in the table below.

 Purchases ($) Sales ($) 
Strategic Advisers Emerging Markets Fund 4,867,181,616 2,929,831,383 

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 .57% of the Fund's average net assets.

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

Sub-Advisers. Acadian Asset Management LLC, Causeway Capital Management, LLC, FIAM LLC (an affiliate of the investment adviser), FIL Investment Advisors, Schroder Investment Management North America, Inc., Somerset Capital Management LLP and T. Rowe Price Associates, 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.

Geode Capital Management, LLC (Geode) has been retained to serve as a sub-adviser for the Fund. As of the date of this report, however, Geode has not been allocated any portion of the Fund's assets. Geode 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.

Brokerage Commissions. A portion of portfolio transactions were placed 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 as follows:

 Amount 
Strategic Advisers Emerging Markets Fund $6,342 

Interfund Trades. Funds 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. Any interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note and are noted in the table below.

 Purchases ($) Sales ($) 
Strategic Advisers Emerging Markets Fund 19,491,816 16,963,819 

Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $38,531.

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 Money Market Central Funds are managed by FMR. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date ranged from less than .005% to .01%.

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.

Certain Funds participate 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 participating funds have agreed to pay commitment fees on their pro-rata portion of the line of credit, which are reflected in Miscellaneous expenses on the Statement of Operations, and are listed below.

 Amount 
Strategic Advisers Emerging Markets Fund $14,381 

During the period, there were no borrowings on this line of credit.

8. Security Lending.

Funds lend portfolio securities through a lending agent from time to time in order to earn additional income. On the settlement date of the loan, a fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of a fund and any additional required collateral is delivered to a fund on the next business day. A fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund may apply collateral received from the borrower against the obligation. A fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Any loaned securities are identified as such in the Schedule of Investments, and the value of loaned securities and cash collateral at period end, as applicable, are presented in the Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. 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, 2023. During the period, this waiver reduced the Fund's management fee by $ 18,057,466.

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 expenses. This amount totaled $176,296 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 by $2,484.

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.

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 SAI Emerging Markets Index Fund  12% 
Fidelity SAI Emerging Markets Low Volatility Index Fund 36% 
Fidelity SAI Emerging Markets Value Index Fund 28% 

11. Coronavirus (COVID-19) Pandemic.

An outbreak of COVID-19 first detected in China during December 2019 has since spread globally and was declared a pandemic by the World Health Organization during March 2020. Developments that disrupt global economies and financial markets, such as the COVID-19 pandemic, may magnify factors that affect the Fund's performance.

Report of Independent Registered Public Accounting Firm

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

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Strategic Advisers Emerging Markets Fund (one of the funds constituting Fidelity Rutland Square Trust II, referred to hereafter as the “Fund”) as of February 28, 2021, the related statement of operations for the year ended February 28, 2021, the statement of changes in net assets for each of the two years in the period ended February 28, 2021, including the related notes, and the financial highlights for each of the five years in the period ended February 28, 2021 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of February 28, 2021, 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 ended February 28, 2021 and the financial highlights for each of the five years in the period ended February 28, 2021 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of February 28, 2021 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

April 13, 2021



We have served as the auditor of one or more investment companies in the Fidelity group of funds since 1932.

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 12 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.  Each Independent Trustee shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs.  The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees.  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. Robert A. Lawrence 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. Mary C. Farrell 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, and Fidelity's equity and high income funds. 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+

Robert A. Lawrence (1952)

Year of Election or Appointment: 2016

Trustee

Chairman of the Board of Trustees

Mr. Lawrence also serves as Trustee of other funds. Previously, Mr. Lawrence served as a Member of the Advisory Board of certain funds. Prior to his retirement in 2008, Mr. Lawrence served as Vice President of certain Fidelity® funds (2006-2008), Senior Vice President, Head of High Income Division of Fidelity Management & Research Company (investment adviser firm, 2006-2008), and President of Fidelity Strategic Investments (investment adviser firm, 2002-2005).

Charles S. Morrison (1960)

Year of Election or Appointment: 2020

Trustee

Mr. Morrison also serves as Trustee of other funds. Previously, Mr. Morrison served as President (2017-2018) and Director (2014-2018) of Fidelity SelectCo, LLC (investment adviser firm), President of Fidelity Management & Research Company (FMR) (investment adviser firm, 2016-2018), a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2014-2018), President, Asset Management (2014-2018), Trustee of the Fidelity Equity and High Income Funds (283 funds as of December 2018) (2014-2018), and was an employee of Fidelity Investments. Mr. Morrison also previously served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

 * 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 U.S. Core Property Fund (and, previously, other funds) of BlackRock Realty Group (2006-present). Previously, Mr. Aldrich served as 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 previously was a founder, Chief Executive Officer, and Chairman of AEW Capital Management, L.P. (then “Aldrich, Eastman and Waltch, L.P.”). Mr. Aldrich also served as a Director of LivelyHood, Inc. (private corporation, 2013-2020), a Trustee for the Fidelity Rutland Square Trust (2005-2010), 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 Emeritus of the Board of Directors of the National Bureau of Economic Research, the Board of Trustees of the Museum of Fine Arts Boston and the Board of Overseers of the Massachusetts Eye and Ear Infirmary.

Mary C. Farrell (1949)

Year of Election or Appointment: 2013

Trustee

Ms. Farrell also serves as Trustee 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 serves as Chairman of the Board of Trustees of Yale-New Haven Hospital and Vice Chairman of the Yale New Haven Health System Board and previously served as Trustee on the Board of Overseers of the New York University Stern School of Business.

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) and Chief Executive Officer (2013-present) 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), Advisory Board Member of the National Association of Corporate Directors Chapter (2012-present), Member of the Board of Trustees of the Post Office Square Trust (2012-present), Trustee of the Brigham and Women’s Hospital (2016-present), Overseer of the Boston Symphony Orchestra (2014-present), Member of the Board of Directors of The Advertising Council, Inc. (2016-present), Member of the Ron Burton Training Village Executive Board of Advisors (2018-present), Member of the Executive Committee of The Ad Council, Inc. (2019-present), and Member of the Board of Directors of The Ad Club of Boston (2020-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).

Christine Marcks (1955)

Year of Election or Appointment: 2020

Trustee

Ms. Marcks also serves as Trustee of other Funds. Prior to her retirement, Ms. Marcks served as Chief Executive Officer and President – Prudential Retirement (2007-2017) and Vice President for Rollover and Retirement Income Strategies (2005-2007), Prudential Financial, Inc. (financial services). Previously, Ms. Marcks served as a Member of the Advisory Board of certain Fidelity® funds (2019-2020), was Senior Vice President and Head of Financial Horizons (2002-2004) and Vice President, Strategic Marketing (2000-2002) of Voya Financial (formerly ING U.S.) (financial services), held numerous positions at Aetna Financial Services (financial services, 1987-2000) and served as an International Economist for the United States Department of the Treasury (1980-1987). Ms. Marcks also serves as a member of the Board of Trustees, Audit Committee and Benefits & Operations Committee of the YMCA Retirement Fund (2018-present), a non-profit organization providing retirement plan benefits to YMCA staff members, and as a member of the Board of Trustees of Assumption College (2019-present).

Heidi L. Steiger (1953)

Year of Election or Appointment: 2017

Trustee

Ms. Steiger also serves as Trustee of other funds. Ms. Steiger serves as Managing Partner of Topridge Associates, LLC (consulting, 2005-present), a member of the Advisory Board of the joint degree program in Global Luxury Management at North Carolina State University (Raleigh, NC) and Skema (Paris) (2018-present), a Non-Executive Director of CrowdBureau Corporation (financial technology company and index provider, 2018-present), a member of the Board of Directors (2013-present) and Chair of the Audit Committee and member of the Membership and Executive Committees (2017-present) of Business Executives for National Security (nonprofit), and member of the Board of Directors Chair of the Remuneration Committee of Imagine Intelligent Materials Limited (2019-present) (technology company). Previously, Ms. Steiger served as a member of the Global Advisory Board and Of Counsel to Signum Global Advisors (international policy and strategy, 2018-2020), Eastern Region President of The Private Client Reserve of U.S. Bancorp (banking and financial services, 2010-2015), Advisory Director of Berkshire Capital Securities, LLC (financial services, 2009-2010), President and Senior Advisor of Lowenhaupt Global Advisors, LLC (financial services, 2005-2007), and President and Contributing Editor of Worth Magazine (2004-2005) and held a variety of positions at Neuberger Berman Group, LLC (financial services, 1986-2004), including Partner and Executive Vice President and Global Head of Private Asset Management at Neuberger Berman (1999-2004). Ms. Steiger also served as a member of the Board of Directors of Nuclear Electric Insurance Ltd (insurer of nuclear utilities, 2006-2017), a member of the Board of Trustees and Audit Committee of the Eaton Vance Funds (2007-2010), a member of the Board of Directors of Aviva USA (formerly AmerUs) (insurance, 2004-2014), and a member of the Board of Trustees and Audit Committee and Chair of the Investment Committee of CIFG (financial guaranty insurance, 2009-2012), and a member of the Board of Directors of Kin Group Plc (formerly, Fitbug Holdings) (health and technology, 2016-2017).

 + 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 (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer or Howard E. Cox, Jr. may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Ralph F. Cox (1932)

Year of Election or Appointment: 2020

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board 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, 1999-present). 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 Trustee of other funds (2006-2020), 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.

Howard E. Cox, Jr. (1944)

Year of Election or Appointment: 2009

Member of the Advisory Board

Mr. Cox also serves as a Member of the Advisory Board of other funds. Mr. Cox is a Partner of Greylock (venture capital, 1971-present) and a Director of Stryker Corporation (medical products and services, 1974-present). Previously, Mr. Cox served as an Advisory Board Member of Fidelity Rutland Square Trust (2006-2010). Mr. Cox also serves as a Member of the Secretary of Defense's Business Board of Directors (2008-present), a Director of Business Executives for National Security (1997-present), a Director of the Brookings Institution (2010-present), a Director of the World Economic Forum’s Young Global Leaders Foundation (2009-present), and is a Member of the Harvard Medical School Board of Fellows (2002-present). Mr. Howard E. Cox, Jr. and Mr. Ralph F. Cox are not related.

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as Assistant Treasurer of other funds. Mr. Brown is an employee of Fidelity Investments (2013-present).

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke serves as Head of Investment Operations for Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments (1998-present). Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) 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).

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

Assistant Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato is an employee of Fidelity Investments (2017-present). Previously, Ms. Del Prato served as President and Treasurer of The North Carolina Capital Management Trust: Cash Portfolio and Term Portfolio (2018-2020). Prior to joining Fidelity Investments, Ms. Del Prato served as a Managing Director and Treasurer of the JPMorgan Mutual Funds (2014-2017). Prior to JPMorgan, Ms. Del Prato served as a partner at Cohen Fund Audit Services (accounting firm, 2012-2013) and KPMG LLP (accounting firm, 2004-2012).

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 LLC (investment adviser firm, 2015-present), Senior Vice President of Asset Management Compliance (2009-present), and is an employee of Fidelity Investments (2004-present). Previously, Mr. Gryglewicz served as Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-2019), and as Chief Compliance Officer of certain Fidelity® funds (2014-2018).

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2005-present). Previously, Mr. Hogan served as Deputy Treasurer of certain Fidelity® funds (2016-2020) and Assistant Treasurer of certain Fidelity® funds (2016-2018). 

Christina H. Lee (1975)

Year of Election or Appointment: 2020

Secretary and Chief Legal Officer

Ms. Lee also serves as Secretary and CLO of other funds. Ms. Lee serves as Vice President, Associate General Counsel (2014-present) and is an employee of Fidelity Investments (2007-present). Previously, Ms. Lee served as Assistant Secretary of certain funds (2018-2019).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2020

Assistant Secretary

Ms. Lo Bessette also serves as an officer of other funds. Ms. Lo Bessette serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company LLC (investment adviser firm, 2019-present); and CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present). She is a Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2019-present), and is an employee of Fidelity Investments. Previously, Ms. Lo Bessette served as CLO, Secretary, and Senior Vice President of FMR Co., Inc. (investment adviser firm, 2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2019). Prior to joining Fidelity Investments, Ms. Lo Bessette was Executive Vice President, General Counsel (2016-2019) and Senior Vice President, Deputy General Counsel (2015-2016) of OppenheimerFunds (investment management company) and Deputy Chief Legal Officer (2013-2015) of Jennison Associates LLC (investment adviser firm).

Chris Maher (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Maher served as Assistant Treasurer of certain funds (2013-2020); 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).

Brett Segaloff (1972)

Year of Election or Appointment: 2021

Anti-Money Laundering (AML) Officer

Mr. Segaloff also serves as an AML Officer of other funds and other related entities. He is Director, Anti-Money Laundering (2007-present) of FMR LLC (diversified financial services company) and is an employee of Fidelity Investments (1996-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2020

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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 (accounting firm, 1996-2009). Previously, Ms. Smith served as Assistant Treasurer (2013-2019) and Deputy Treasurer (2013-2016) of certain Fidelity® funds.

Marc L. Spector (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Spector also serves as an officer of other funds. Mr. Spector serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2016-present). Prior to joining Fidelity Investments, Mr. Spector served as Director at the Siegfried Group (accounting firm, 2013-2016), and prior to Siegfried Group as audit senior manager at Deloitte & Touche LLP (accounting firm, 2005-2013).

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as Assistant Treasurer of other funds. Mr. Wegmann is an employee of Fidelity Investments (2011-present).

Shareholder Expense Example

As a shareholder, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or redemption proceeds, as applicable and (2) ongoing costs, which generally include 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 a 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, 2020 to February 28, 2021).

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 for a class/Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. If any fund is a shareholder of any underlying mutual funds or exchange-traded funds (ETFs) (the Underlying Funds), such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses incurred presented in the table. These fees and expenses are not included in the 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 actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the 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. If any fund is a shareholder of any Underlying Funds, such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses as presented in the table. These fees and expenses are not included in the 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, 2020 
Ending
Account Value
February 28, 2021 
Expenses Paid
During Period-B
September 1, 2020
to February 28, 2021 
Strategic Advisers Emerging Markets Fund .34%    
Actual  $1,000.00 $1,238.20 $1.89 
Hypothetical-C  $1,000.00 $1,023.11 $1.71 

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

 B Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/ 365 (to reflect the one-half year period). The fees and expenses of any Underlying Funds are not included in each annualized expense ratio.

 C 5% return per year before expenses

Distributions (Unaudited)

The Board of Trustees of Strategic Advisers Emerging Markets Fund voted to pay on April 12, 2021, to shareholders of record at the opening of business on April 9, 2021, a distribution of $0.019 per share derived from capital gains realized from sales of portfolio securities and a dividend of $0.015 per share from net investment income.

The fund hereby designates as a capital gain dividend with respect to the taxable year ended February 28, 2021, $12,056,854, or, if subsequently determined to be different, the net capital gain of such year.

The fund designates 76% 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 amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are $.1534 and $.0224 for the dividend paid December 31, 2020.

The fund will notify shareholders in January 2022 of amounts for use in preparing 2021 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 a meeting on the renewal of the management contract with Strategic Advisers LLC (Strategic Advisers) and the sub-advisory agreements with Acadian Asset Management LLC, Causeway Capital Management LLC (Causeway), FIAM LLC, FIL Investment Advisors, Schroder Investment Management North America, Inc., Somerset Capital Management LLP, and T. Rowe Price Associates, Inc. (collectively, the Sub-Advisory Agreements), and the sub-sub-advisory agreements with FIL Investment Advisors (UK) Limited, Schroder Investment Management North America Limited, and T. Rowe Price International Ltd. (collectively, the Sub-Sub-Advisory Agreements and, together with the management contract and the Sub-Advisory Agreements, the Advisory Contracts) for the fund. Strategic Advisers and the Sub-Advisers are referred to herein as the Investment Advisers. 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, covers an extensive agenda of topics and materials and 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. The Board, acting directly and through its committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts.

At its September 2020 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In addition, the Board approved an amendment to the fund's sub-advisory agreement with Causeway (Amendment) to implement a new fee schedule, effective August 1, 2020, resulting in the same or lower fees at all asset levels. The Board noted that the other terms of the amended sub-advisory agreement are not materially different from those of the existing sub-advisory agreement with Causeway. The Board also noted that the amended sub-advisory agreement with Causeway would not result in changes to the nature, extent, and quality of the services that Causeway provides to the fund.

In reaching its determination to renew the fund's Advisory Contracts and approve the Amendment, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services 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 provided by and the profits, if any, realized by Strategic Advisers from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and are realized as the fund grows and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund and approve the Amendment, 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 Amendment 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 and the approval of the Amendment do 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 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 the Amendment 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 Advisers, including the backgrounds of the fund's investment personnel and also considered 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 investment personnel 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, among other things, (i) setting, implementing and monitoring the investment strategies for the funds; (ii) identifying and recommending sub-advisers for the funds; (iii) overseeing compliance with federal securities laws by each sub-adviser with respect to the portion of fund assets allocated to the sub-adviser; (iv) monitoring and overseeing the performance and investment capabilities of each sub-adviser; and (v) 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 Strategic Advisers' sub-adviser oversight and due diligence processes, as well as periodic reports regarding the performance of each sub-adviser.

The Board also considered the nature, extent and quality of services provided by each Sub-Adviser. The Trustees noted that under the Sub-Advisory Agreements subject to oversight by Strategic Advisers, each Sub-Adviser is responsible for, among other things, identifying investments for the portion of fund assets allocated to the Sub-Adviser, if any, and executing portfolio transactions to implement its investment strategy. In addition, the Trustees noted that each Sub-Adviser is responsible for providing such reporting as may be requested from Strategic Advisers to fulfill its oversight responsibilities discussed above.

Resources Dedicated to Investment Management and Support Services.  The Board reviewed the general qualifications and capabilities of the Investment Advisers' investment staffs, 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. The Board also considered the Investment Advisers' investments in business continuity planning, and their success in continuously providing services to the fund notwithstanding the severe disruptions caused by the COVID-19 pandemic.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of administrative and shareholder services performed by Strategic Advisers and itsaffiliates under the management contract and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of Strategic Advisers' supervision of third party service providers, including 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 and its performance history.

In connection with the renewal of the Advisory Contracts, the Board considered annualized return information for the fund for different time periods, measured against an appropriate securities market index ("benchmark index") and a peer group of mutual funds with similar objectives ("peer group").

The Board considered discussions that occur at Board meetings throughout the year with representatives of Strategic Advisers about fund investment performance and the performance of each Sub-Adviser as part of regularly scheduled fund reviews and other reports to the Board on fund performance, taking into account various factors including general market conditions. In its discussions with representatives of Strategic Advisers regarding fund performance, the Board gave particular attention to information indicating underperformance of certain funds for specific time periods and discussed with Strategic Advisers the reasons for any such underperformance.

The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2019, 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-, three-, and five-year periods ended December 31, 2019. The Board also noted that the fund had out-performed 68%, 71%, and 63% of its peers for the one-, three-, and five-year periods, respectively, ended December 31, 2019. The Board also noted that the investment performance of the fund was higher than its benchmark for the one- and three-year periods and lower than its benchmark for the five-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 continue to benefit the shareholders of the fund.

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, as discussed below. The Board also noted Strategic Advisers' proposal to extend the management fee waiver and considered the fund's contractual maximum aggregate annual management fee rate. 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 also are 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 %s 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 was considered by the Board.

Strategic Advisers Emerging Markets Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for the 12-month period ended December 31, 2019.

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 rate as well as other fund expenses, as applicable, such as expenses from holding Fidelity and non-Fidelity mutual funds and ETFs, 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 12-month period ended December 31, 2019.

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 and each Sub-Adviser, 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 the 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 relationships 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.

A public accounting firm has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. The 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 certain fund profitability information and its conformity to established allocation methodologies. After considering the 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 Fidelity's non-fund businesses and potential indirect benefits such businesses may have received as a result of their association with Fidelity's mutual fund business (i.e., fall-out benefits) as well as cases where Fidelity's affiliates may benefit from the fund's business. The Board noted that changes to fall-out benefits year-over-year reflect business developments at Fidelity's various businesses.

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.

The Board also considered information regarding the profitability of the Sub-Advisers' respective relationships with the fund and the potential fall-out benefits, if any, that may accrue to the Sub-Advisers as a result of their respective relationships with the fund. The Board noted the difficulty in evaluating a Sub-Adviser's costs and the profitability of a Sub-Advisory Agreement to a Sub-Adviser because of, among other things, differences in the type and content of information provided by each Sub-Adviser due to differences in business models, cost accounting methods, and profitability calculation methodologies among the Sub-Advisers. Accordingly, the Board considered profitability information provided by the Sub-Advisers in light of the nature of the relationships between Strategic Advisers and the Sub-Advisers with respect to the negotiation of sub-advisory fees.

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 Agreements 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 Strategic Advisers' management fee waiver into consideration.

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 arrangements bear a reasonable relationship to the services rendered and that the fund's Advisory Contracts should be renewed and the Amendment should be approved 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 and the approval of the Amendment do not involve a conflict of interest from which Strategic Advisers or its affiliates derive an inappropriate advantage.

Liquidity Risk Management Program

The Securities and Exchange Commission adopted Rule 22e-4 under the Investment Company Act of 1940 (the Liquidity Rule) to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that funds will be unable to meet their redemption obligations and mitigating dilution of the interests of fund shareholders.

The Fund has adopted and implemented a liquidity risk management program (the Program) reasonably designed to assess and manage the Fund’s liquidity risk and to comply with the requirements of the Liquidity Rule. The Fund’s Board of Trustees (the Board) has designated the Fund’s investment adviser as administrator of the Program. Strategic Advisers has established a Liquidity Risk Management Committee (the LRM Committee) to manage the Program for each of the Funds. The LRM Committee monitors the adequacy and effectiveness of implementation of the Program and on a periodic basis assesses each Fund’s liquidity risk based on a variety of factors including (1) the Fund’s investment strategy, (2) portfolio liquidity and cash flow projections during normal and reasonably foreseeable stressed conditions, (3) shareholder redemptions and (4) borrowings and other funding sources, as applicable.

In accordance with the Program, each of the Fund’s portfolio investments is classified into one of four liquidity categories described below based on a determination of a reasonable expectation for how long it would take to convert the investment to cash (or sell or dispose of the investment) without significantly changing its market value.

  • Highly liquid investments – cash or convertible to cash within three business days or less
  • Moderately liquid investments – convertible to cash in three to seven calendar days
  • Less liquid investments – can be sold or disposed of, but not settled, within seven calendar days
  • Illiquid investments – cannot be sold or disposed of within seven calendar days

Liquidity classification determinations take into account a variety of factors including various market, trading and investment-specific considerations, as well as market depth, and generally utilize analysis from a third-party liquidity metrics service.

The Liquidity Rule places a 15% limit on a fund’s illiquid investments and requires funds that do not primarily hold assets that are highly liquid investments to determine and maintain a minimum percentage of the fund’s net assets to be invested in highly liquid investments (highly liquid investment minimum or HLIM). The Program includes provisions reasonably designed to comply with the 15% limit on illiquid investments and for determining, periodically reviewing and complying with the HLIM requirement as applicable.

At a recent meeting of the Fund’s Board of Trustees, the LRM Committee provided a written report to the Board pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the annual period from December 1, 2019 through November 30, 2020. The report concluded that the Program has been implemented and is operating effectively and is reasonably designed to assess and manage the Fund’s liquidity risk.

Proxy Voting Results

A special meeting of shareholders was held on November 2, 2020. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.

 # of
Votes 
% of
Votes 
ROBERT A. LAWRENCE 
Affirmative 204,250,982,594.51 96.530 
Withheld 7,343,512,146.85 3.470 
TOTAL 211,594,494,741.36 100.000 
CHARLES S. MORRISON 
Affirmative 204,349,460,488.43 96.576 
Withheld 7,245,034,252.93 3.424 
TOTAL 211,594,494,741.36 100.000 
PETER C. ALDRICH 
Affirmative 203,499,803,652.67 96.175 
Withheld 8,094,691,088.69 3.825 
TOTAL 211,594,494,741.36 100.000 
MARY C. FARRELL 
Affirmative 204,011,925,737.22 96.417 
Withheld 7,582,569,004.14 3.583 
TOTAL 211,594,494,741.36 100.00 
KAREN KAPLAN 
Affirmative 204,297,547,550.53 96.552 
Withheld 7,296,947,190.83 3.448 
TOTAL 211,594,494,741.36 100.000 
CHRISTINE MARCKS 
Affirmative 204,700,871,317.72 96.743 
Withheld 6,893,623,423.64 3.257 
TOTAL 211,594,494,741.36 100.000 
HEIDI L. STEIGER 
Affirmative 204,406,589,957.28 96.603 
Withheld 7,187,904,784.08 3.397 
TOTAL 211,594,494,741.36 100.000 

PROPOSAL 2

To approve the conversion of a fundamental investment policy to a non-fundamental investment policy.

 # of
Votes 
% of
Votes 
Affirmative 6,029,482,647.21 85.220 
Against 482,654,563.20 6.822 
Abstain 563,059,703.76 7.958 
Broker Non-Vote 0.00 0.000 
TOTAL 7,075,196,914.17 100.000 

PROPOSAL 4

To approve a sub-subadvisory agreement among Strategic
Advisers, Geode Capital Management, LLC (Geode), and the trust

 # of
Votes 
% of
Votes 
Affirmative 6,345,485,245.21 89.687 
Against 305,481,844.38 4.317 
Abstain 424,229,824.58 5.996 
Broker Non-Vote 0.00 0.000 
TOTAL 7,075,196,914.17 100.000 

PROPOSAL 5

To approve a sub-subadvisory agreement between FIAM LLC (FIAM) and FMR Investment Management (UK) Limited (FMR UK).

 # of
Votes 
% of
Votes 
Affirmative 6,325,431,626.67 89.403 
Against 291,661,657.11 4.123 
Abstain 458,103,630.39 6.474 
Broker Non-Vote 0.00 0.000 
TOTAL 7,075,196,914.17 100.000 

PROPOSAL 6

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Hong Kong) Limited (FMR H.K.).

 # of
Votes 
% of
Votes 
Affirmative 6,247,048,555.63 88.296 
Against 375,632,018.62 5.309 
Abstain 452,516,339.92 6.395 
Broker Non-Vote 0.00 0.000 
TOTAL 7,075,196,914.17 100.000 

PROPOSAL 7

To approve a sub-subadvisory agreement between FIAM and Fidelity Management & Research (Japan) Limited (FMR Japan).

 # of
Votes 
% of
Votes 
Affirmative 6,327,555,077.64 89.433 
Against 295,561,777.20 4.178 
Abstain 452,080,059.33 6.389 
Broker Non-Vote 0.00 0.000 
TOTAL 7,075,196,914.17 100.000 
Proposal 1 reflects trust wide proposal and voting results. 





Fidelity Investments

SAE-ANN-0421
1.918359.110



Item 2.

Code of Ethics


As of the end of the period, February 28, 2021, 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 Heidi L. Steiger is an audit committee financial expert, as defined in Item 3 of Form N-CSR.  Ms. Steiger 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 Emerging Markets Fund, Strategic Advisers Fidelity International Fund, Strategic Advisers Income Opportunities Fund, Strategic Advisers International Fund and Strategic Advisers Small-Mid Cap Fund (the Funds):


Services Billed by PwC


February 28, 2021 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees






Strategic Advisers Core Income Fund

 $41,700  

$3,700

 $8,900   

$9,000

Strategic Advisers Emerging Markets Fund

 $27,800

$2,500

 $6,300   

$6,000

Strategic Advisers Fidelity International Fund

 $38,500

$3,500

 $9,100   

$8,500

Strategic Advisers Income Opportunities Fund

 $25,200

$2,300

 $6,100   

$5,500

Strategic Advisers International Fund

 $41,600

$3,500

 $9,100   

$8,600

Strategic Advisers Small-Mid Cap Fund

 $38,800

$3,500

 $9,100   

$8,500



February 29, 2020 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees






Strategic Advisers Core Income Fund

 $44,900

$4,100

 $8,900   

$9,600

Strategic Advisers Emerging Markets Fund

 $33,400

$2,300

 $6,100   

$5,500

Strategic Advisers Fidelity International Fund

 $39,200

$3,800

 $9,100   

$9,000

Strategic Advisers Income Opportunities Fund

 $25,800

$2,300

 $6,100   

$5,400

Strategic Advisers International Fund

 $39,800

$3,900

 $9,100   

$9,100

Strategic Advisers Small-Mid Cap Fund

 $42,100

$3,900

 $8,900   

$9,000



A Amounts may reflect rounding.


The following table(s) present(s) 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 Fund(s) and that are rendered on behalf of Strategic Advisers, LLC ("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 Fund(s) (Fund Service Providers):


Services Billed by PwC




February 28, 2021A

February 29, 2020A

Audit-Related Fees

 $9,436,200

 $7,927,700

Tax Fees

$14,300

$28,000

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 Fund(s), 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 for each of the last two fiscal years of the Fund(s) are as follows:



Billed By

February 28, 2021A

February 29, 2020A

PwC

$14,639,100

$12,709,500


A Amounts may reflect rounding.


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(their) audit of the Fund(s), taking into account representations from PwC, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Fund(s) and its(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(s) Service Providers.


Audit Committee Pre-Approval Policies and Procedures

 

The trusts Audit Committee must pre-approve all audit and non-audit services provided by a funds independent registered public accounting firm relating to the operations or financial reporting of the fund. 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 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 a Fidelity fund 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 a Fidelity fund (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 a Fidelity fund are reported to the Audit Committee periodically.


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(s) last two fiscal years relating to services provided to (i) the Fund(s) or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Fund(s).



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 trusts 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 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.

Disclosure of Securities Lending Activities for Closed-End Management

Investment Companies


Not applicable.


Item 13.

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/Stacie M. Smith


Stacie M. Smith


President and Treasurer



Date:

April 22, 2021


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/Stacie M. Smith


Stacie M. Smith


President and Treasurer



Date:

April 22, 2021



By:

/s/John J. Burke III


John J. Burke III


Chief Financial Officer



Date:

April 22, 2021