N-CSR 1 filing1042.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   811-07205


Variable Insurance Products Fund III

 (Exact name of registrant as specified in charter)


245 Summer St., Boston, Massachusetts 02210

 (Address of principal executive offices)       (Zip code)


Cynthia Lo Bessette, 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:

December 31



Date of reporting period:

December 31, 2021




Item 1.

Reports to Stockholders






Fidelity® Variable Insurance Products:

Growth & Income Portfolio



Annual Report

December 31, 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


To view a fund's proxy voting guidelines and 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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Fidelity® Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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. © 2022 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 COVID-19 emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and corporate earnings. On March 11, 2020, the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread. The pandemic prompted a number of measures to limit the spread of COVID-19, 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. To help stem the turmoil, the U.S. government took unprecedented action – in concert with the U.S. Federal Reserve and central banks around the world – to help support consumers, businesses, and the broader economy, and to limit disruption to the financial system.

In general, the overall impact of the pandemic lessened in 2021, amid a resilient economy and widespread distribution of three COVID-19 vaccines granted emergency use authorization from the U.S. Food and Drug Administration (FDA) early in the year. Still, the situation remains dynamic, and the extent and duration of its influence on financial markets and the economy is highly uncertain, due in part to a recent spike in cases based on highly contagious variants of the coronavirus.

Extreme events such as the COVID-19 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 continue to take extra steps to be responsive to customer needs. We encourage you to visit us online, 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. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended December 31, 2021 Past 1 year Past 5 years Past 10 years 
Initial Class 25.95% 13.45% 14.07% 
Service Class 25.76% 13.33% 13.95% 
Service Class 2 25.64% 13.17% 13.79% 
Investor Class 25.80% 13.36% 13.98% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Growth & Income Portfolio - Initial Class on December 31, 2011.

The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.


Period Ending Values

$37,302VIP Growth & Income Portfolio - Initial Class

$46,257S&P 500® Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 28.71% in 2021, with U.S. equities rising on improving economic growth, strong corporate earnings, widespread COVID-19 vaccination, and accommodative fiscal and monetary stimulus. In the first quarter, the index gained 6.17%. Investors were buoyed by the rollout of vaccines, the U.S. Federal Reserve’s pledge to hold short-term interest rates near zero until the economy recovered, and the federal government’s deployment of trillions of dollars to boost the economy. A flattish May reflected concerns about inflation and jobs, but the rally resumed through August amid strong earnings. In September, the index returned -4.65% as sentiment turned broadly negative due to a host of factors. These included inflationary pressure from surging commodity prices, rising bond yields, supply constraints and disruption, and the fast-spreading delta variant of the coronavirus. The Fed also signaled it could soon begin to taper the bond purchases it has made since the onset of the pandemic. The index sharply reversed course with a 7.01% gain in October, driven by strength in earnings. Then in November, the index stalled again, returning -0.69% amid the emergence of a new, more-highly transmissible variant, omicron, and rising inflation, which breached a 40-year high. The index advanced 4.48% in December, after studies suggested omicron resulted in fewer severe COVID-19 cases. All sectors had a double-digit return, led by energy (+55%) and real estate (+46%), whereas utilities (+18%) notably lagged.

Comments from Portfolio Manager Matt Fruhan:  For the fiscal year ending December 31, 2021, the fund's share classes gained roughly 26%, trailing the 28.71% result of the benchmark S&P 500® index. Versus the benchmark, security selection was the primary detractor, especially in the media & entertainment area of the communication services sector. Stock picking and an underweighting in information technology also hurt. Also hampering performance was security selection in the health care sector, primarily within the pharmaceuticals, biotechnology & life sciences industry. Not owning Alphabet, a benchmark component that gained approximately 65%, was the biggest individual relative detractor. Also hampering performance was our overweighting in General Electric, which gained about 10%. General Electric was one of our largest holdings. Avoiding Nvidia, a benchmark component that gained about 125%, also hurt relative performance. Conversely, the top contributors to performance versus the benchmark were security selection and an overweighting in the financials sector, primarily driven by the banks industry. An overweighting in energy also bolstered the fund's relative performance. Also helping the fund's relative performance was stock selection and an underweighting in the consumer discretionary sector, especially within the retailing industry. Not owning Amazon.com, a benchmark component that gained roughly 2%, was the largest individual relative contributor. Also adding value was our outsized stake in Wells Fargo, which gained 61%. Wells Fargo was among our biggest holdings. Another notable relative contributor was an overweighting in Exxon Mobil (+58%), which was one of the fund's largest holdings. Notable changes in positioning include reduced exposure to the communication services sector and a higher allocation to energy.

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)

Top Ten Stocks as of December 31, 2021

 % of fund's net assets 
Microsoft Corp. 7.2 
General Electric Co. 5.2 
Wells Fargo & Co. 4.8 
Exxon Mobil Corp. 4.4 
Apple, Inc. 3.8 
Bank of America Corp.(a) 3.6 
Comcast Corp. Class A 2.7 
Altria Group, Inc. 2.5 
Qualcomm, Inc.(a) 2.0 
United Parcel Service, Inc. Class B 1.9 
 38.1 

 (a) Security or a portion of the security is pledged as collateral for call options written.

Top Five Market Sectors as of December 31, 2021

 % of fund's net assets 
Information Technology 21.2 
Financials 18.2 
Industrials 17.0 
Health Care 13.7 
Energy 8.3 

Asset Allocation (% of fund's net assets)

As of December 31, 2021 *,** 
   Stocks 99.3% 
   Bonds 0.1% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.6% 


 * Foreign investments - 14.0%

 ** Written options - (0.0)%

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

Schedule of Investments December 31, 2021

Showing Percentage of Net Assets

Common Stocks - 99.1%   
 Shares Value 
COMMUNICATION SERVICES - 6.0%   
Diversified Telecommunication Services - 0.7%   
Cellnex Telecom SA (a) 34,800 $2,015,881 
Elisa Corp. (A Shares) 29,400 1,810,334 
Verizon Communications, Inc. 206,380 10,723,505 
  14,549,720 
Entertainment - 1.9%   
Activision Blizzard, Inc. 43,000 2,860,790 
Nintendo Co. Ltd. ADR 93,100 5,434,247 
The Walt Disney Co. (b) 125,500 19,438,695 
Universal Music Group NV 416,900 11,782,046 
  39,515,778 
Media - 3.4%   
Comcast Corp. Class A 1,114,662 56,100,938 
Interpublic Group of Companies, Inc. 420,000 15,729,000 
  71,829,938 
TOTAL COMMUNICATION SERVICES  125,895,436 
CONSUMER DISCRETIONARY - 3.6%   
Auto Components - 0.6%   
BorgWarner, Inc. 287,880 12,974,752 
Hotels, Restaurants & Leisure - 0.6%   
Churchill Downs, Inc. 20,300 4,890,270 
Marriott International, Inc. Class A (b) 28,000 4,626,720 
Starbucks Corp. 27,400 3,204,978 
  12,721,968 
Household Durables - 0.8%   
Sony Group Corp. sponsored ADR 31,400 3,968,960 
Whirlpool Corp. 51,700 12,131,922 
  16,100,882 
Specialty Retail - 1.5%   
Lowe's Companies, Inc. 119,917 30,996,146 
Textiles, Apparel & Luxury Goods - 0.1%   
Puma AG 17,402 2,125,208 
Tapestry, Inc. 900 36,540 
  2,161,748 
TOTAL CONSUMER DISCRETIONARY  74,955,496 
CONSUMER STAPLES - 6.7%   
Beverages - 2.4%   
Anheuser-Busch InBev SA NV ADR (c) 29,300 1,774,115 
Diageo PLC sponsored ADR 50,100 11,029,014 
Keurig Dr. Pepper, Inc. 258,300 9,520,938 
Pernod Ricard SA 16,000 3,849,246 
Remy Cointreau SA 9,368 2,277,073 
The Coca-Cola Co. 350,153 20,732,559 
  49,182,945 
Food & Staples Retailing - 0.8%   
Alimentation Couche-Tard, Inc. Class A (multi-vtg.) 11,500 481,837 
Costco Wholesale Corp. 1,400 794,780 
Sysco Corp. 193,800 15,222,990 
Walmart, Inc. 4,200 607,698 
  17,107,305 
Food Products - 0.3%   
Lamb Weston Holdings, Inc. 89,700 5,685,186 
Household Products - 0.4%   
Colgate-Palmolive Co. 18,600 1,587,324 
Kimberly-Clark Corp. 3,200 457,344 
Procter & Gamble Co. 5,600 916,048 
Spectrum Brands Holdings, Inc. 61,200 6,225,264 
  9,185,980 
Tobacco - 2.8%   
Altria Group, Inc. 1,083,100 51,328,109 
Swedish Match Co. AB 913,500 7,251,986 
  58,580,095 
TOTAL CONSUMER STAPLES  139,741,511 
ENERGY - 8.3%   
Energy Equipment & Services - 0.0%   
Subsea 7 SA 48,200 344,796 
Oil, Gas & Consumable Fuels - 8.3%   
Canadian Natural Resources Ltd. 151,100 6,384,675 
Cenovus Energy, Inc. (c) 7,000 85,960 
Cenovus Energy, Inc. (Canada) 1,743,404 21,376,494 
Enterprise Products Partners LP 26,500 581,940 
Exxon Mobil Corp. 1,508,400 92,298,996 
Hess Corp. 350,800 25,969,724 
Imperial Oil Ltd. 102,600 3,700,235 
Kosmos Energy Ltd. (b) 1,166,730 4,036,886 
Magellan Midstream Partners LP 109,100 5,066,604 
Phillips 66 Co. 76,100 5,514,206 
Tourmaline Oil Corp. 227,900 7,357,948 
  172,373,668 
TOTAL ENERGY  172,718,464 
FINANCIALS - 18.2%   
Banks - 12.7%   
Bank of America Corp. (d) 1,685,112 74,970,633 
JPMorgan Chase & Co. 133,632 21,160,627 
M&T Bank Corp. 31,500 4,837,770 
PNC Financial Services Group, Inc. 140,872 28,247,653 
Truist Financial Corp. 355,104 20,791,339 
U.S. Bancorp 263,198 14,783,832 
Wells Fargo & Co. 2,087,779 100,171,636 
  264,963,490 
Capital Markets - 3.7%   
Ashmore Group PLC 171,401 677,156 
Brookfield Asset Management, Inc. Class A 79,545 4,802,927 
KKR & Co. LP 132,393 9,863,279 
Morgan Stanley 90,883 8,921,075 
Northern Trust Corp. 208,745 24,967,989 
Raymond James Financial, Inc. 102,750 10,316,100 
S&P Global, Inc. 300 141,579 
State Street Corp. (d) 185,079 17,212,347 
  76,902,452 
Consumer Finance - 0.5%   
Discover Financial Services 78,400 9,059,904 
Insurance - 1.0%   
American Financial Group, Inc. 10,500 1,441,860 
Brookfield Asset Management Reinsurance Partners Ltd. (c) 548 34,321 
Chubb Ltd. 34,800 6,727,188 
Marsh & McLennan Companies, Inc. 43,142 7,498,942 
Old Republic International Corp. 55,000 1,351,900 
The Travelers Companies, Inc. 23,100 3,613,533 
  20,667,744 
Thrifts & Mortgage Finance - 0.3%   
Essent Group Ltd. 63,000 2,868,390 
Radian Group, Inc. 183,650 3,880,525 
  6,748,915 
TOTAL FINANCIALS  378,342,505 
HEALTH CARE - 13.4%   
Biotechnology - 0.0%   
Intercept Pharmaceuticals, Inc. (b) 48,358 787,752 
Health Care Equipment & Supplies - 1.6%   
Abbott Laboratories 13,400 1,885,916 
Becton, Dickinson & Co. 25,576 6,431,852 
Boston Scientific Corp. (b) 328,200 13,941,936 
GN Store Nord A/S 12,500 784,322 
Koninklijke Philips Electronics NV (depositary receipt) (NY Reg.) 182,482 6,724,462 
Sonova Holding AG 6,040 2,360,415 
  32,128,903 
Health Care Providers & Services - 5.8%   
Cardinal Health, Inc. 210,800 10,854,092 
Cigna Corp. 95,490 21,927,369 
CVS Health Corp. (d) 283,164 29,211,198 
Humana, Inc. 7,100 3,293,406 
McKesson Corp. (d) 98,788 24,555,733 
UnitedHealth Group, Inc. 62,000 31,132,680 
  120,974,478 
Life Sciences Tools & Services - 0.1%   
Danaher Corp. 8,600 2,829,486 
Pharmaceuticals - 5.9%   
Bayer AG 303,833 16,226,000 
Bristol-Myers Squibb Co. 574,500 35,820,075 
Eli Lilly & Co. 21,900 6,049,218 
GlaxoSmithKline PLC sponsored ADR 524,194 23,116,955 
Johnson & Johnson 162,859 27,860,289 
Sanofi SA sponsored ADR 91,200 4,569,120 
UCB SA 66,900 7,635,033 
Viatris, Inc. 22,500 304,425 
  121,581,115 
TOTAL HEALTH CARE  278,301,734 
INDUSTRIALS - 17.0%   
Aerospace & Defense - 2.5%   
Airbus Group NV (b) 65,000 8,316,351 
General Dynamics Corp. 35,800 7,463,226 
Huntington Ingalls Industries, Inc. 27,000 5,041,980 
MTU Aero Engines AG 13,000 2,639,573 
Raytheon Technologies Corp. 48,987 4,215,821 
Safran SA 30,200 3,697,184 
The Boeing Co. (b) 107,300 21,601,636 
  52,975,771 
Air Freight & Logistics - 2.4%   
DSV A/S 6,200 1,444,775 
Expeditors International of Washington, Inc. 2,095 281,338 
FedEx Corp. 27,600 7,138,464 
United Parcel Service, Inc. Class B 187,072 40,097,012 
  48,961,589 
Airlines - 0.0%   
Copa Holdings SA Class A (b) 7,200 595,152 
Building Products - 0.5%   
A.O. Smith Corp. 16,700 1,433,695 
Johnson Controls International PLC 99,600 8,098,476 
  9,532,171 
Commercial Services & Supplies - 0.6%   
GFL Environmental, Inc. 172,600 6,526,312 
Healthcare Services Group, Inc. 199,500 3,549,105 
HNI Corp. 34,300 1,442,315 
Ritchie Bros. Auctioneers, Inc. 4,000 244,784 
  11,762,516 
Electrical Equipment - 1.3%   
Acuity Brands, Inc. 37,100 7,854,812 
Hubbell, Inc. Class B 33,679 7,014,325 
Regal Rexnord Corp. 5,400 918,972 
Rockwell Automation, Inc. 5,100 1,779,135 
Vertiv Holdings Co. 373,800 9,333,786 
  26,901,030 
Industrial Conglomerates - 5.5%   
3M Co. 34,000 6,039,420 
General Electric Co. 1,157,931 109,389,742 
  115,429,162 
Machinery - 2.0%   
Allison Transmission Holdings, Inc. 61,400 2,231,890 
Caterpillar, Inc. 10,800 2,232,792 
Cummins, Inc. 14,000 3,053,960 
Donaldson Co., Inc. 153,600 9,102,336 
Epiroc AB (A Shares) 8,400 212,401 
Flowserve Corp. 85,300 2,610,180 
Fortive Corp. 59,100 4,508,739 
Kardex AG 1,700 557,995 
Nordson Corp. 25,400 6,483,858 
Otis Worldwide Corp. 22,643 1,971,526 
PACCAR, Inc. 22,500 1,985,850 
Stanley Black & Decker, Inc. 15,400 2,904,748 
Westinghouse Air Brake Tech Co. 46,521 4,285,049 
  42,141,324 
Professional Services - 0.6%   
Equifax, Inc. 15,000 4,391,850 
RELX PLC (London Stock Exchange) 222,353 7,259,143 
Robert Half International, Inc. 2,600 289,952 
  11,940,945 
Road & Rail - 0.6%   
Knight-Swift Transportation Holdings, Inc. Class A 210,038 12,799,716 
Trading Companies & Distributors - 0.9%   
Brenntag SE 11,100 1,002,373 
Fastenal Co. 32,300 2,069,138 
MSC Industrial Direct Co., Inc. Class A 2,000 168,120 
Watsco, Inc. 51,992 16,267,257 
  19,506,888 
Transportation Infrastructure - 0.1%   
Aena SME SA (a)(b) 11,100 1,748,072 
TOTAL INDUSTRIALS  354,294,336 
INFORMATION TECHNOLOGY - 21.2%   
Electronic Equipment & Components - 0.3%   
CDW Corp. 26,300 5,385,714 
Vontier Corp. 43,340 1,331,838 
  6,717,552 
IT Services - 4.2%   
Amadeus IT Holding SA Class A (b) 136,700 9,249,704 
DXC Technology Co. (b) 29,500 949,605 
Edenred SA 182,500 8,427,554 
Fidelity National Information Services, Inc. 109,600 11,962,840 
Genpact Ltd. 141,200 7,494,896 
Global Payments, Inc. 23,100 3,122,658 
IBM Corp. 49,700 6,642,902 
MasterCard, Inc. Class A 8,500 3,054,220 
Unisys Corp. (b) 210,696 4,334,017 
Visa, Inc. Class A 152,876 33,129,758 
  88,368,154 
Semiconductors & Semiconductor Equipment - 4.2%   
Analog Devices, Inc. 38,200 6,714,414 
Applied Materials, Inc. 33,900 5,334,504 
Intel Corp. 181,000 9,321,500 
Lam Research Corp. 6,600 4,746,390 
Marvell Technology, Inc. 85,500 7,480,395 
NXP Semiconductors NV 53,000 12,072,340 
Qualcomm, Inc. (d) 232,561 42,528,430 
  88,197,973 
Software - 8.5%   
Microsoft Corp. 445,618 149,870,248 
Open Text Corp. 42,600 2,021,980 
SAP SE sponsored ADR 144,800 20,287,928 
Temenos Group AG 29,740 4,099,403 
  176,279,559 
Technology Hardware, Storage & Peripherals - 4.0%   
Apple, Inc. 441,132 78,331,809 
FUJIFILM Holdings Corp. 16,300 1,208,153 
Samsung Electronics Co. Ltd. 41,980 2,764,885 
  82,304,847 
TOTAL INFORMATION TECHNOLOGY  441,868,085 
MATERIALS - 2.3%   
Chemicals - 0.9%   
DuPont de Nemours, Inc. 184,100 14,871,598 
PPG Industries, Inc. 21,900 3,776,436 
  18,648,034 
Metals & Mining - 1.4%   
First Quantum Minerals Ltd. 288,828 6,911,596 
Freeport-McMoRan, Inc. 425,700 17,764,461 
Glencore Xstrata PLC 915,100 4,662,692 
  29,338,749 
TOTAL MATERIALS  47,986,783 
REAL ESTATE - 1.3%   
Equity Real Estate Investment Trusts (REITs) - 1.3%   
American Tower Corp. 34,800 10,179,000 
Equinix, Inc. 200 169,168 
Public Storage 700 262,192 
Simon Property Group, Inc. 97,700 15,609,529 
  26,219,889 
UTILITIES - 1.1%   
Electric Utilities - 0.9%   
Duke Energy Corp. 30,000 3,147,000 
Entergy Corp. 34,900 3,931,485 
Exelon Corp. 37,000 2,137,120 
Southern Co. 135,300 9,278,874 
  18,494,479 
Multi-Utilities - 0.2%   
CenterPoint Energy, Inc. 67,200 1,875,552 
Sempra Energy 17,900 2,367,812 
  4,243,364 
TOTAL UTILITIES  22,737,843 
TOTAL COMMON STOCKS   
(Cost $1,271,279,153)  2,063,062,082 
Convertible Preferred Stocks - 0.2%   
HEALTH CARE - 0.2%   
Health Care Equipment & Supplies - 0.2%   
Becton, Dickinson & Co. 6.50% 40,000 2,093,600 
Boston Scientific Corp. Series A, 5.50% 23,900 2,719,342 
(Cost $4,390,000)  4,812,942 
 Principal Amount Value 
Convertible Bonds - 0.1%   
HEALTH CARE - 0.1%   
Biotechnology - 0.1%   
Intercept Pharmaceuticals, Inc. 2% 5/15/26
(Cost $2,562,834) 
3,194,000 1,929,815 
 Shares Value 
Money Market Funds - 0.9%   
Fidelity Cash Central Fund 0.08% (e) 17,751,352 17,754,902 
Fidelity Securities Lending Cash Central Fund 0.08% (e)(f) 312,403 312,435 
TOTAL MONEY MARKET FUNDS   
(Cost $18,067,337)  18,067,337 
TOTAL INVESTMENT IN SECURITIES - 100.3%   
(Cost $1,296,299,324)  2,087,872,176 
NET OTHER ASSETS (LIABILITIES) - (0.3)%  (6,054,961) 
NET ASSETS - 100%  $2,081,817,215 

Written Options       
 Counterparty Number of Contracts Notional Amount Exercise Price Expiration Date Value 
Call Options       
Bank of America Corp. Chicago Board Options Exchange 843 $3,750,507 $50.00 1/21/22 $(5,480) 
CVS Health Corp. Chicago Board Options Exchange 268 2,764,688 105.00 3/18/22 (89,110) 
McKesson Corp. Chicago Board Options Exchange 95 2,361,415 240.00 2/18/22 (134,900) 
Qualcomm, Inc. Chicago Board Options Exchange 114 2,084,718 200.00 2/18/22 (46,170) 
Qualcomm, Inc. Chicago Board Options Exchange 114 2,084,718 210.00 2/18/22 (25,479) 
State Street Corp. Chicago Board Options Exchange 173 1,608,900 105.00 1/21/22 (2,162) 
TOTAL WRITTEN OPTIONS      $(303,301) 

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 $3,763,953 or 0.2% of net assets.

 (b) Non-income producing

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

 (d) 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 $14,654,946.

 (e) 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.

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

Affiliated Central Funds

Fiscal year to date information regarding the Fund's investments in Fidelity Central Funds, including the ownership percentage, is presented below.

Fund Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain/Loss Change in Unrealized appreciation (depreciation) Value, end of period % ownership, end of period 
Fidelity Cash Central Fund 0.08% $8,194,193 $179,136,397 $169,575,633 $11,394 $(55) $-- $17,754,902 0.0% 
Fidelity Securities Lending Cash Central Fund 0.08% 30,888,660 264,104,330 294,680,555 1,351,087 -- -- 312,435 0.0% 
Total $39,082,853 $443,240,727 $464,256,188 $1,362,481 $(55) $-- $18,067,337  

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.

Investment Valuation

The following is a summary of the inputs used, as of December 31, 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 $125,895,436 $110,287,175 $15,608,261 $-- 
Consumer Discretionary 74,955,496 72,830,288 2,125,208 -- 
Consumer Staples 139,741,511 126,363,206 13,378,305 -- 
Energy 172,718,464 172,373,668 344,796 -- 
Financials 378,342,505 377,665,349 677,156 -- 
Health Care 283,114,676 251,295,964 31,818,712 -- 
Industrials 354,294,336 327,416,469 26,877,867 -- 
Information Technology 441,868,085 420,091,424 21,776,661 -- 
Materials 47,986,783 43,324,091 4,662,692 -- 
Real Estate 26,219,889 26,219,889 -- -- 
Utilities 22,737,843 22,737,843 -- -- 
Corporate Bonds 1,929,815 -- 1,929,815 -- 
Money Market Funds 18,067,337 18,067,337 -- -- 
Total Investments in Securities: $2,087,872,176 $1,968,672,703 $119,199,473 $-- 
Derivative Instruments:     
Liabilities     
Written Options $(303,301) $(303,301) $-- $-- 
Total Liabilities $(303,301) $(303,301) $-- $-- 
Total Derivative Instruments: $(303,301) $(303,301) $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of December 31, 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   
Written Options(a) $0 $(303,301) 
Total Equity Risk (303,301) 
Total Value of Derivatives $0 $(303,301) 

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

Other Information

Distribution of investments by country or territory of incorporation, as a percentage of Total Net Assets, is as follows (Unaudited):

United States of America 86.0% 
Canada 2.8% 
United Kingdom 2.1% 
Germany 2.0% 
Netherlands 1.9% 
France 1.1% 
Others (Individually Less Than 1%) 4.1% 
 100.0% 

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


Financial Statements

Statement of Assets and Liabilities

  December 31, 2021 
Assets   
Investment in securities, at value (including securities loaned of $304,951) — See accompanying schedule:
Unaffiliated issuers (cost $1,278,231,987) 
$2,069,804,839  
Fidelity Central Funds (cost $18,067,337) 18,067,337  
Total Investment in Securities (cost $1,296,299,324)  $2,087,872,176 
Cash  362,953 
Foreign currency held at value (cost $68,568)  68,568 
Receivable for investments sold  424,094 
Receivable for fund shares sold  594,256 
Dividends receivable  2,636,562 
Interest receivable  8,038 
Distributions receivable from Fidelity Central Funds  2,431 
Prepaid expenses  1,917 
Other receivables  289 
Total assets  2,091,971,284 
Liabilities   
Payable for investments purchased $420,117  
Payable for fund shares redeemed 7,914,961  
Accrued management fee 720,443  
Distribution and service plan fees payable 242,008  
Written options, at value (premium received $429,470) 303,301  
Other affiliated payables 184,145  
Other payables and accrued expenses 57,169  
Collateral on securities loaned 311,925  
Total liabilities  10,154,069 
Net Assets  $2,081,817,215 
Net Assets consist of:   
Paid in capital  $1,292,055,162 
Total accumulated earnings (loss)  789,762,053 
Net Assets  $2,081,817,215 
Net Asset Value and Maximum Offering Price   
Initial Class:   
Net Asset Value, offering price and redemption price per share ($439,309,081 ÷ 16,757,686 shares)  $26.22 
Service Class:   
Net Asset Value, offering price and redemption price per share ($128,600,689 ÷ 4,962,592 shares)  $25.91 
Service Class 2:   
Net Asset Value, offering price and redemption price per share ($1,137,635,155 ÷ 44,761,944 shares)  $25.42 
Investor Class:   
Net Asset Value, offering price and redemption price per share ($376,272,290 ÷ 14,431,421 shares)  $26.07 

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


Statement of Operations

  Year ended December 31, 2021 
Investment Income   
Dividends  $38,326,368 
Non-Cash dividends  12,200,479 
Interest  176,325 
Income from Fidelity Central Funds (including $1,351,087 from security lending)  1,362,481 
Total income  52,065,653 
Expenses   
Management fee $8,160,025  
Transfer agent fees 1,464,163  
Distribution and service plan fees 2,710,988  
Accounting fees 585,012  
Custodian fees and expenses 34,976  
Independent trustees' fees and expenses 6,557  
Audit 68,594  
Legal 6,828  
Interest 943  
Miscellaneous 8,089  
Total expenses before reductions 13,046,175  
Expense reductions (30,000)  
Total expenses after reductions  13,016,175 
Net investment income (loss)  39,049,478 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (net of foreign taxes of $31,812) 43,643,232  
Fidelity Central Funds (55)  
Foreign currency transactions 18,731  
Written options 2,792,040  
Total net realized gain (loss)  46,453,948 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers (net of decrease in deferred foreign taxes of $11,333) 338,811,178  
Assets and liabilities in foreign currencies (23,221)  
Written options 70,612  
Total change in net unrealized appreciation (depreciation)  338,858,569 
Net gain (loss)  385,312,517 
Net increase (decrease) in net assets resulting from operations  $424,361,995 

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


Statement of Changes in Net Assets

 Year ended December 31, 2021 Year ended December 31, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $39,049,478 $29,455,166 
Net realized gain (loss) 46,453,948 45,665,304 
Change in net unrealized appreciation (depreciation) 338,858,569 55,004,630 
Net increase (decrease) in net assets resulting from operations 424,361,995 130,125,100 
Distributions to shareholders (133,000,432) (102,686,211) 
Share transactions - net increase (decrease) 105,627,226 98,890,002 
Total increase (decrease) in net assets 396,988,789 126,328,891 
Net Assets   
Beginning of period 1,684,828,426 1,558,499,535 
End of period $2,081,817,215 $1,684,828,426 

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


Financial Highlights

VIP Growth & Income Portfolio Initial Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $22.36 $22.17 $19.38 $22.71 $20.15 
Income from Investment Operations      
Net investment income (loss)A .55B .42 .46 .46 .38 
Net realized and unrealized gain (loss) 5.07 1.23 4.91 (2.42) 2.96 
Total from investment operations 5.62 1.65 5.37 (1.96) 3.34 
Distributions from net investment income (.62) (.42) (.77)C (.08) (.28) 
Distributions from net realized gain (1.14) (1.03) (1.81)C (1.29) (.51) 
Total distributions (1.76) (1.46)D (2.58) (1.37) (.78)D 
Net asset value, end of period $26.22 $22.36 $22.17 $19.38 $22.71 
Total ReturnE,F 25.95% 7.85% 30.05% (8.98)% 16.90% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .52% .54% .54% .55% .55% 
Expenses net of fee waivers, if any .52% .54% .54% .54% .55% 
Expenses net of all reductions .52% .53% .54% .54% .55% 
Net investment income (loss) 2.18%B 2.18% 2.27% 2.08% 1.78% 
Supplemental Data      
Net assets, end of period (000 omitted) $439,309 $377,942 $358,103 $361,868 $433,702 
Portfolio turnover rateI 15% 26% 34% 41% 35% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.16 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.55%.

 C The amount shown reflects reclassifications related to book to tax differences that were made in the year shown.

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

 E Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Growth & Income Portfolio Service Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $22.12 $21.95 $19.21 $22.52 $19.99 
Income from Investment Operations      
Net investment income (loss)A .52B .40 .44 .43 .35 
Net realized and unrealized gain (loss) 5.00 1.21 4.87 (2.39) 2.94 
Total from investment operations 5.52 1.61 5.31 (1.96) 3.29 
Distributions from net investment income (.59) (.40) (.75)C (.06) (.25) 
Distributions from net realized gain (1.14) (1.03) (1.81)C (1.29) (.51) 
Total distributions (1.73) (1.44)D (2.57)D (1.35) (.76) 
Net asset value, end of period $25.91 $22.12 $21.95 $19.21 $22.52 
Total ReturnE,F 25.76% 7.74% 29.94% (9.07)% 16.77% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .62% .64% .64% .65% .65% 
Expenses net of fee waivers, if any .62% .64% .64% .64% .65% 
Expenses net of all reductions .62% .63% .64% .64% .65% 
Net investment income (loss) 2.08%B 2.08% 2.17% 1.98% 1.68% 
Supplemental Data      
Net assets, end of period (000 omitted) $128,601 $115,376 $118,198 $101,089 $125,661 
Portfolio turnover rateI 15% 26% 34% 41% 35% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.16 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.45%.

 C The amount shown reflects reclassifications related to book to tax differences that were made in the year shown.

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

 E Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Growth & Income Portfolio Service Class 2

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $21.72 $21.58 $18.94 $22.22 $19.74 
Income from Investment Operations      
Net investment income (loss)A .48B .37 .40 .39 .32 
Net realized and unrealized gain (loss) 4.92 1.18 4.78 (2.35) 2.90 
Total from investment operations 5.40 1.55 5.18 (1.96) 3.22 
Distributions from net investment income (.55) (.38) (.73)C (.04) (.23) 
Distributions from net realized gain (1.14) (1.03) (1.81)C (1.28) (.51) 
Total distributions (1.70)D (1.41) (2.54) (1.32) (.74) 
Net asset value, end of period $25.42 $21.72 $21.58 $18.94 $22.22 
Total ReturnE,F 25.64% 7.59% 29.68% (9.19)% 16.61% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .77% .79% .79% .80% .80% 
Expenses net of fee waivers, if any .77% .79% .79% .79% .80% 
Expenses net of all reductions .77% .78% .79% .79% .80% 
Net investment income (loss) 1.94%B 1.93% 2.02% 1.83% 1.53% 
Supplemental Data      
Net assets, end of period (000 omitted) $1,137,635 $908,013 $790,495 $527,879 $546,278 
Portfolio turnover rateI 15% 26% 34% 41% 35% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.16 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.30%.

 C The amount shown reflects reclassifications related to book to tax differences that were made in the year shown.

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

 E Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Growth & Income Portfolio Investor Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $22.25 $22.07 $19.30 $22.62 $20.07 
Income from Investment Operations      
Net investment income (loss)A .53B .41 .44 .44 .36 
Net realized and unrealized gain (loss) 5.03 1.21 4.90 (2.41) 2.96 
Total from investment operations 5.56 1.62 5.34 (1.97) 3.32 
Distributions from net investment income (.60) (.41) (.75)C (.06) (.26) 
Distributions from net realized gain (1.14) (1.03) (1.81)C (1.29) (.51) 
Total distributions (1.74) (1.44) (2.57)D (1.35) (.77) 
Net asset value, end of period $26.07 $22.25 $22.07 $19.30 $22.62 
Total ReturnE,F 25.80% 7.76% 29.97% (9.05)% 16.83% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .60% .61% .62% .62% .63% 
Expenses net of fee waivers, if any .60% .61% .62% .62% .63% 
Expenses net of all reductions .60% .61% .62% .62% .63% 
Net investment income (loss) 2.11%B 2.10% 2.19% 2.01% 1.70% 
Supplemental Data      
Net assets, end of period (000 omitted) $376,272 $283,497 $291,704 $258,292 $320,793 
Portfolio turnover rateI 15% 26% 34% 41% 35% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.16 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.48%.

 C The amount shown reflects reclassifications related to book to tax differences that were made in the year shown.

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

 E Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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 December 31, 2021

1. Organization.

VIP Growth & Income Portfolio (the Fund) is a fund of Variable Insurance Products Fund III (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 Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class.

2. Investments in Fidelity Central Funds.

Funds may invest in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Schedule of Investments lists any Fidelity Central Funds held as an investment as of period end, but does not include the underlying holdings of each Fidelity Central Fund. An investing fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the investing fund. These strategies are consistent with the investment objectives of the investing fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the investing fund.

Fidelity Central Fund Investment Manager Investment Objective Investment Practices Expense Ratio(a) 
Fidelity Money Market Central Funds Fidelity Management & Research Company LLC (FMR) Each fund seeks to obtain a high level of current income consistent with the preservation of capital and liquidity. Short-term Investments Less than .005% 

 (a) Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual shareholder report.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, and are not covered by the Report of Independent Registered Public Accounting Firm, are available on the Securities and Exchange Commission website or upon request.

3. 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) 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:

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. Corporate bonds 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 options are valued using the last sale price or, in the absence of a sale, the last offering price 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.

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 December 31, 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. Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of a fund include an amount in addition to trade execution, which may be rebated back to a fund. Any such rebates are included in net realized gain (loss) on investments in the Statement of Operations. 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. 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. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations in "Non-cash dividends" and the impact of these dividends is presented in the Financial Highlights. 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. Funds may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. Any withholding tax reclaims income is included in the Statement of Operations in dividends. Any receivables for withholding tax reclaims are included in the Statement of Assets and Liabilities in dividends receivable.

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

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 December 31, 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.

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

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

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), partnerships 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 $851,304,340 
Gross unrealized depreciation (65,461,607) 
Net unrealized appreciation (depreciation) $785,842,733 
Tax Cost $1,301,726,142 

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

Undistributed long-term capital gain $3,916,346 
Net unrealized appreciation (depreciation) on securities and other investments $785,845,707 

The tax character of distributions paid was as follows:

 December 31, 2021 December 31, 2020 
Ordinary Income $54,554,307 $ 29,484,425 
Long-term Capital Gains 78,446,125 73,201,786 
Total $133,000,432 $ 102,686,211 

Restricted Securities (including Private Placements). Funds 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 held at period end is included at the end of the Schedule of Investments, if applicable.

4. 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 options. 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 options 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.

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 used exchange-traded written covered call options to manage its exposure to the market. When the Fund writes a covered call option, the Fund holds the underlying instrument which must be delivered to the holder upon the exercise of the option.

Upon entering into a written options contract, the Fund will receive a premium. Premiums received are reflected as a liability on the Statement of Assets and Liabilities. Options are valued daily and any unrealized appreciation (depreciation) is reflected on the Statement of Assets and Liabilities. When a written option is exercised, the premium is added to the proceeds from the sale of the underlying instrument in determining the gain or loss realized on that investment. 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 are greater or less than the premium received. When an option expires, gains and losses are realized to the extent of premiums received. The net realized gain (loss) on closed and expired written options and the change in net unrealized appreciation (depreciation) on written options are presented in the Statement of Operations.

Writing call options tends to decrease exposure to the underlying instrument and risk of loss is the change in value in excess of the premium received.

Any open options at period end are presented in the Schedule of Investments under the caption "Written Options" and are representative of volume of activity during the period.

5. Purchases and Sales of Investments.

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

 Purchases ($) Sales ($) 
VIP Growth & Income Portfolio 288,926,619 276,757,890 

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company LLC (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .20% of the Fund's average net assets and an annualized group fee rate that averaged .23% during the period. The group fee rate is based upon the monthly average net assets of a group of registered investment companies with which the investment adviser has management contracts. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .42% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Company LLC (FDC), an affiliate of the investment adviser, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets.

For the period, total fees, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services, were as follows:

Service Class $127,917 
Service Class 2 2,583,071 
 $2,710,988 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company LLC (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class pays a fee for transfer agent services, typesetting and printing and mailing of shareholder reports, excluding mailing of proxy statements. For the period, transfer agent fees for each class were as follows:

 Amount % of Class-Level Average Net Assets 
Initial Class $265,362 .06 
Service Class 80,526 .06 
Service Class 2 650,295 .06 
Investor Class 467,980 .14 
 $1,464,163  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. For the period, the fees were equivalent to the following annual rates:

 % of Average Net Assets 
VIP Growth & Income Portfolio .03 

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 
VIP Growth & Income Portfolio $4,464 

Interfund Lending Program. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the Fund, along with other registered investment companies having management contracts with Fidelity Management & Research Company LLC (FMR), or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the Fund to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. Activity in this program during the period for which loans were outstanding was as follows:

 Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
VIP Growth & Income Portfolio Borrower $18,171,500 .31% $943 

Interfund Trades. Funds may purchase from or sell securities to other Fidelity Funds 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. Interfund trades during the period are noted in the table below.

 Purchases ($) Sales ($) Realized Gain (Loss) ($) 
VIP Growth & Income Portfolio 22,754,126 17,815,859 1,977,119 

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

 Amount 
VIP Growth & Income Portfolio $3,252 

8. Security Lending.

Funds lend portfolio securities from time to time in order to earn additional income. Lending agents are used, including National Financial Services (NFS), an affiliate of the investment adviser. Pursuant to a securities lending agreement, NFS will receive a fee, which is capped at 9.9% of a fund's daily lending revenue, for its services as lending agent. A fund may lend securities to certain qualified borrowers, including NFS. 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. Affiliated security lending activity, if any, was as follows:

 Total Security Lending Fees Paid to NFS Security Lending Income From Securities Loaned to NFS Value of Securities Loaned to NFS at Period End 
VIP Growth & Income Portfolio $103,888 $– $– 

9. Expense Reductions.

In addition, during the period the investment adviser or an affiliate reimbursed and/or waived a portion of fund-level operating expenses in the amount of $30,000.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended
December 31, 2021 
Year ended
December 31, 2020 
VIP Growth & Income Portfolio   
Distributions to shareholders   
Initial Class $29,180,191 $23,820,213 
Service Class 8,583,827 7,568,632 
Service Class 2 71,702,293 52,427,068 
Investor Class 23,534,121 18,870,298 
Total $133,000,432 $102,686,211 

11. Share Transactions.

Transactions for each class of shares were as follows and may contain in-kind transactions:

 Shares Shares Dollars Dollars 
 Year ended December 31, 2021 Year ended December 31, 2020 Year ended December 31, 2021 Year ended December 31, 2020 
VIP Growth & Income Portfolio     
Initial Class     
Shares sold 2,834,414 4,431,851 $71,355,013 $84,585,498 
Reinvestment of distributions 1,199,113 1,120,957 29,180,191 23,820,213 
Shares redeemed (4,175,421) (4,806,114) (104,656,469) (93,599,673) 
Net increase (decrease) (141,894) 746,694 $(4,121,265) $14,806,038 
Service Class     
Shares sold 137,042 194,351 $3,481,587 $3,612,761 
Reinvestment of distributions 357,380 360,081 8,583,827 7,568,632 
Shares redeemed (747,533) (724,655) (19,043,010) (13,854,349) 
Net increase (decrease) (253,111) (170,223) $(6,977,596) $(2,672,956) 
Service Class 2     
Shares sold 5,519,392 7,576,371 $134,744,364 $134,274,373 
Reinvestment of distributions 3,031,330 2,537,601 71,702,293 52,427,068 
Shares redeemed (5,585,958) (4,942,164) (132,439,834) (92,856,140) 
Net increase (decrease) 2,964,764 5,171,808 $74,006,823 $93,845,301 
Investor Class     
Shares sold 2,644,483 2,085,858 $66,781,336 $39,525,615 
Reinvestment of distributions 968,694 892,615 23,534,121 18,870,298 
Shares redeemed (1,922,897) (3,457,444) (47,596,193) (65,484,294) 
Net increase (decrease) 1,690,280 (478,971) $42,719,264 $(7,088,381) 

12. Other.

A 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, a fund may also enter into contracts that provide general indemnifications. A fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against a fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were owners of record of more than 10% of the outstanding shares as follows:

Fund Affiliated % Number of
Unaffiliated Shareholders 
Unaffiliated Shareholders % 
VIP Growth & Income Portfolio 22% 54% 

13. 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 Variable Insurance Products Fund III and Shareholders of VIP Growth & Income Portfolio

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities of VIP Growth & Income Portfolio (the "Fund"), a fund of Variable Insurance Products Fund III, including the schedule of investments, as of December 31, 2021, the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of December 31, 2021, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements and financial highlights 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 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 and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, 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 and financial highlights. 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 and financial highlights. Our procedures included confirmation of securities owned as of December 31, 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/ Deloitte & Touche LLP

Boston, Massachusetts

February 11, 2022


We have served as the auditor of one or more of the Fidelity investment companies since 1999.

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.  Each of the Trustees oversees 314 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 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.  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. 

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

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 also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, 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, have also been 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 Acting 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. David M. Thomas serves as 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 Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and other equity funds. The asset allocation funds may invest in Fidelity® funds overseen by the fund's Board. 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. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity® funds overseen by each Board.

The Trustees operate using a system of 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, acting through its committees, has charged FMR 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 FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees.  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, including an annual review of Fidelity's risk management program for the Fidelity® funds.  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+

Bettina Doulton (1964)

Year of Election or Appointment: 2020

Trustee

Ms. Doulton also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Doulton served in a variety of positions at Fidelity Investments, including as a managing director of research (2006-2007), portfolio manager to certain Fidelity® funds (1993-2005), equity analyst and portfolio assistant (1990-1993), and research assistant (1987-1990). Ms. Doulton currently owns and operates Phi Builders + Architects and Cellardoor Winery. Previously, Ms. Doulton served as a member of the Board of Brown Capital Management, LLC (2014-2018).

Robert A. Lawrence (1952)

Year of Election or Appointment: 2020

Trustee

Acting 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).

 * 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 FMR. 

 + 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+

Thomas P. Bostick (1956)

Year of Election or Appointment: 2021

Trustee

Lieutenant General Bostick also serves as Trustee of other Fidelity® funds. Prior to his retirement, General Bostick (United States Army, Retired) held a variety of positions within the U.S. Army, including Commanding General and Chief of Engineers, U.S. Army Corps of Engineers (2012-2016) and Deputy Chief of Staff and Director of Human Resources, U.S. Army (2009-2012). General Bostick currently serves as a member of the Board and Finance and Governance Committees of CSX Corporation (transportation, 2020-present) and a member of the Board and Corporate Governance and Nominating Committee of Perma-Fix Environmental Services, Inc. (nuclear waste management, 2020-present). General Bostick serves as Chief Executive Officer of Bostick Global Strategies, LLC (consulting, 2016-present) and Managing Partner, Sustainability, of Ridge-Lane Limited Partners (strategic advisory and venture development, 2016-present). Previously, General Bostick served as a Member of the Advisory Board of certain Fidelity® funds (2021), President, Intrexon Bioengineering (2018-2020) and Chief Operating Officer (2017-2020) and Senior Vice President of the Environment Sector (2016-2017) of Intrexon Corporation (biopharmaceutical company).

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks served as Chief Operating Officer and as a member of the Board of The Depository Trust & Clearing Corporation (financial markets infrastructure), President, Chief Operating Officer and a member of the Board of The Depository Trust Company (DTC), President and a member of the Board of the National Securities Clearing Corporation (NSCC), Chief Executive Officer and a member of the Board of the Government Securities Clearing Corporation and Chief Executive Officer and a member of the Board of the Mortgage-Backed Securities Clearing Corporation. Mr. Dirks currently serves as a member of the Finance Committee (2016-present) and Board (2017-present) and is Treasurer (2018-present) of the Asolo Repertory Theatre.

Donald F. Donahue (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Donahue also serves as Trustee of other Fidelity® funds. Mr. Donahue serves as President and Chief Executive Officer of Miranda Partners, LLC (risk consulting for the financial services industry, 2012-present). Previously, Mr. Donahue served as Chief Executive Officer (2006-2012), Chief Operating Officer (2003-2006) and Managing Director, Customer Marketing and Development (1999-2003) of The Depository Trust & Clearing Corporation (financial markets infrastructure). Mr. Donahue currently serves as a member (2007-present) and Co-Chairman (2016-present) of the Board of United Way of New York and a member of the Board of NYC Leadership Academy (2012-present). Mr. Donahue previously served as a member of the Advisory Board of certain Fidelity® funds (2015-2018).

Vicki L. Fuller (1957)

Year of Election or Appointment: 2020

Trustee

Ms. Fuller also serves as Trustee of other Fidelity® funds. Previously, Ms. Fuller served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chief Investment Officer of the New York State Common Retirement Fund (2012-2018) and held a variety of positions at AllianceBernstein L.P. (global asset management, 1985-2012), including Managing Director (2006-2012) and Senior Vice President and Senior Portfolio Manager (2001-2006). Ms. Fuller currently serves as a member of the Board, Audit Committee and Nominating and Governance Committee of The Williams Companies, Inc. (natural gas infrastructure, 2018-present), as a member of the Board, Audit Committee and Nominating and Governance Committee of two Blackstone business development companies (2020-present) and as a member of the Board of Treliant, LLC (consulting, 2019-present).

Patricia L. Kampling (1959)

Year of Election or Appointment: 2020

Trustee

Ms. Kampling also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Kampling served as Chairman of the Board and Chief Executive Officer (2012-2019), President and Chief Operating Officer (2011-2012) and Executive Vice President and Chief Financial Officer (2010-2011) of Alliant Energy Corporation. Ms. Kampling currently serves as a member of the Board, Finance Committee and Governance, Compensation and Nominating Committee of Xcel Energy Inc. (utilities company, 2020-present) and as a member of the Board, Audit, Finance and Risk Committee and Safety, Environmental, Technology and Operations Committee of American Water Works Company, Inc. (utilities company, 2019-present). In addition, Ms. Kampling currently serves as a member of the Board of the Nature Conservancy, Wisconsin Chapter (2019-present). Previously, Ms. Kampling served as a Member of the Advisory Board of certain Fidelity® funds (2020), a member of the Board, Compensation Committee and Executive Committee and Chair of the Audit Committee of Briggs & Stratton Corporation (manufacturing, 2011-2021), a member of the Board of Interstate Power and Light Company (2012-2019) and Wisconsin Power and Light Company (2012-2019) (each a subsidiary of Alliant Energy Corporation) and as a member of the Board and Workforce Development Committee of the Business Roundtable (2018-2019).

Thomas A. Kennedy (1955)

Year of Election or Appointment: 2021

Trustee

Mr. Kennedy also serves as Trustee of other Fidelity® funds. Previously, Mr. Kennedy served as a Member of the Advisory Board of certain Fidelity® funds (2020) and held a variety of positions at Raytheon Company (aerospace and defense, 1983-2020), including Chairman and Chief Executive Officer (2014-2020) and Executive Vice President and Chief Operating Officer (2013-2014). Mr. Kennedy currently serves as Executive Chairman of the Board of Directors of Raytheon Technologies Corporation (aerospace and defense, 2020-present). He is also a member of the Rutgers School of Engineering Industry Advisory Board (2011-present) and a member of the UCLA Engineering Dean’s Executive Board (2016-present).

Oscar Munoz (1959)

Year of Election or Appointment: 2021

Trustee

Mr. Munoz also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Munoz served as Executive Chairman (2020-2021), Chief Executive Officer (2015-2020), President (2015-2016) and a member of the Board (2010-2021) of United Airlines Holdings, Inc. Mr. Munoz currently serves as a member of the Board of CBRE Group, Inc. (commercial real estate, 2020-present), a member of the Board of Univision Communications, Inc. (Hispanic media, 2020-present) and a member of the Advisory Board of Salesforce.com, Inc. (cloud-based software, 2020-present). Previously, Mr. Munoz served as a Member of the Advisory Board of certain Fidelity® funds (2021).

Garnett A. Smith (1947)

Year of Election or Appointment: 2018

Trustee

Mr. Smith also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Smith served as Chairman and Chief Executive Officer (1990-1997) and President (1986-1990) of Inbrand Corp. (manufacturer of personal absorbent products). Prior to his employment with Inbrand Corp., he was employed by a retail fabric chain and North Carolina National Bank (now Bank of America). Mr. Smith previously served as a member of the Advisory Board of certain Fidelity® funds (2012-2013).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

Lead Independent Trustee

Mr. Thomas also serves as Trustee of other Fidelity® funds. Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). Mr. Thomas currently serves as a member of the Board of Fortune Brands Home and Security (home and security products, 2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication).

Susan Tomasky (1953)

Year of Election or Appointment: 2020

Trustee

Ms. Tomasky also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Tomasky served in various executive officer positions at American Electric Power Company, Inc. (1998-2011), including most recently as President of AEP Transmission (2007-2011). Ms. Tomasky currently serves as a member of the Board and Sustainability Committee and as Chair of the Audit Committee of Marathon Petroleum Corporation (2018-present) and as a member of the Board, Corporate Governance Committee and Organization and Compensation Committee and as Chair of the Audit Committee of Public Service Enterprise Group, Inc. (utilities company, 2012-present). In addition, Ms. Tomasky currently serves as a member (2009-present) and President (2020-present) of the Board of the Royal Shakespeare Company – America (2009-present), as a member of the Board of the Columbus Association for the Performing Arts (2011-present) and as a member of the Board and Investment Committee of Kenyon College (2016-present). Previously, Ms. Tomasky served as a Member of the Advisory Board of certain Fidelity® funds (2020), as a member of the Board of the Columbus Regional Airport Authority (2007-2020), as a member of the Board (2011-2018) and Lead Independent Director (2015-2018) of Andeavor Corporation (previously Tesoro Corporation) (independent oil refiner and marketer) and as a member of the Board of Summit Midstream Partners LP (energy, 2012-2018).

Michael E. Wiley (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Wiley also serves as Trustee of other Fidelity® funds. Previously, Mr. Wiley served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chairman, President and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004). Mr. Wiley also previously served as a member of the Board of Andeavor Corporation (independent oil refiner and marketer, 2005-2018), a member of the Board of Andeavor Logistics LP (natural resources logistics, 2015-2018) and a member of the Board of High Point Resources (exploration and production, 2005-2020).

 + 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 Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

Mr. Lynch also serves as a Member of the Advisory Board of other Fidelity® funds. Mr. Lynch is Vice Chairman and a Director of Fidelity Management & Research Company LLC (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served as Vice Chairman and a Director of FMR Co., Inc. (investment adviser firm) and on the Special Olympics International Board of Directors (1997-2006).

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as an officer of other funds. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

William C. Coffey (1969)

Year of Election or Appointment: 2019

Assistant Secretary

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Secretary and CLO of certain funds (2018-2019); CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2018-2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2018-2019); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2018-2019); and Assistant Secretary of certain funds (2009-2018).

Timothy M. Cohen (1969)

Year of Election or Appointment: 2018

Vice President

Mr. Cohen also serves as Vice President of other funds. Mr. Cohen serves as Co-Head of Equity (2018-present), a Director of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2016-present), and is an employee of Fidelity Investments. Previously, Mr. Cohen served as Executive Vice President of Fidelity SelectCo, LLC (2019), Head of Global Equity Research (2016-2018), Chief Investment Officer - Equity and a Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2013-2015) and as a Director of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2017).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as an officer of other funds. Mr. Davis serves as Assistant Treasurer of FIMM, LLC (2021-present), FMR Capital, Inc. (2017-present), FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-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 serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Colm A. Hogan (1973)

Year of Election or Appointment: 2020

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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). 

Pamela R. Holding (1964)

Year of Election or Appointment: 2018

Vice President

Ms. Holding also serves as Vice President of other funds. Ms. Holding serves as Co-Head of Equity (2018-present) and is an employee of Fidelity Investments (2013-present). Previously, Ms. Holding served as Executive Vice President of Fidelity SelectCo, LLC (2019) and as Chief Investment Officer of Fidelity Institutional Asset Management (2013-2018).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2019

Secretary and Chief Legal Officer (CLO)

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); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present); Secretary of FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-present); and Assistant Secretary of FIMM, LLC (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: 2020

Deputy Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Jason P. Pogorelec (1975)

Year of Election or Appointment: 2020

Chief Compliance Officer

Mr. Pogorelec also serves as Chief Compliance Officer of other funds. Mr. Pogorelec is a senior Vice President of Asset Management Compliance for Fidelity Investments and is an employee of Fidelity Investments (2006-present). Previously, Mr. Pogorelec served as Vice President, Associate General Counsel for Fidelity Investments (2010-2020) and Assistant Secretary of certain Fidelity funds (2015-2020).

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: 2016

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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.

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as an officer of other funds. Mr. Wegmann serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2011-present). Previously, Mr. Wegmann served as Assistant Treasurer of certain Fidelity® funds (2019-2021).

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 (July 1, 2021 to December 31, 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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2021 
Ending
Account Value
December 31, 2021 
Expenses Paid
During Period-B
July 1, 2021
to December 31, 2021 
VIP Growth & Income Portfolio     
Initial Class .52%    
Actual  $1,000.00 $1,053.90 $2.69 
Hypothetical-C  $1,000.00 $1,022.58 $2.65 
Service Class .62%    
Actual  $1,000.00 $1,053.00 $3.21 
Hypothetical-C  $1,000.00 $1,022.08 $3.16 
Service Class 2 .77%    
Actual  $1,000.00 $1,052.30 $3.98 
Hypothetical-C  $1,000.00 $1,021.32 $3.92 
Investor Class .60%    
Actual  $1,000.00 $1,053.10 $3.10 
Hypothetical-C  $1,000.00 $1,022.18 $3.06 

 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 184/ 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 VIP Growth & Income Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

 Pay Date Record Date Capital Gains 
VIP Growth & Income Portfolio    
Initial Class 02/04/2022 02/04/2022 $0.051 
Service Class 02/04/2022 02/04/2022 $0.051 
Service Class 2 02/04/2022 02/04/2022 $0.051 
Investor Class 02/04/2022 02/04/2022 $0.051 

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2021, $37,438,147, or, if subsequently determined to be different, the net capital gain of such year.

A percentage of the dividends distributed during the fiscal year qualify for the dividends received deduction for corporate shareholders:

VIP Growth & Income Portfolio Initial Class Service Class Service Class 2 Investor Class 
February 05, 2021 99% 100% 100% 100% 
December 01, 2021 64% 67% 70% 66% 
December 31, 2021 62% 66% 72% 65% 





Fidelity Investments

VIPGI-ANN-0322
1.540026.124




Fidelity® Variable Insurance Products:

Dynamic Capital Appreciation Portfolio



Annual Report

December 31, 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


To view a fund's proxy voting guidelines and 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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Fidelity® Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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. © 2022 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 COVID-19 emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and corporate earnings. On March 11, 2020, the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread. The pandemic prompted a number of measures to limit the spread of COVID-19, 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. To help stem the turmoil, the U.S. government took unprecedented action – in concert with the U.S. Federal Reserve and central banks around the world – to help support consumers, businesses, and the broader economy, and to limit disruption to the financial system.

In general, the overall impact of the pandemic lessened in 2021, amid a resilient economy and widespread distribution of three COVID-19 vaccines granted emergency use authorization from the U.S. Food and Drug Administration (FDA) early in the year. Still, the situation remains dynamic, and the extent and duration of its influence on financial markets and the economy is highly uncertain, due in part to a recent spike in cases based on highly contagious variants of the coronavirus.

Extreme events such as the COVID-19 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 continue to take extra steps to be responsive to customer needs. We encourage you to visit us online, 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. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended December 31, 2021 Past 1 year Past 5 years Past 10 years 
Initial Class 24.63% 20.61% 17.50% 
Service Class 24.47% 20.49% 17.38% 
Service Class 2 24.27% 20.30% 17.19% 
Investor Class 24.46% 20.51% 17.40% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Dynamic Capital Appreciation Portfolio - Initial Class on December 31, 2011.

The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.


Period Ending Values

$50,157VIP Dynamic Capital Appreciation Portfolio - Initial Class

$46,257S&P 500® Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 28.71% in 2021, with U.S. equities rising on improving economic growth, strong corporate earnings, widespread COVID-19 vaccination, and accommodative fiscal and monetary stimulus. In the first quarter, the index gained 6.17%. Investors were buoyed by the rollout of vaccines, the U.S. Federal Reserve’s pledge to hold short-term interest rates near zero until the economy recovered, and the federal government’s deployment of trillions of dollars to boost the economy. A flattish May reflected concerns about inflation and jobs, but the rally resumed through August amid strong earnings. In September, the index returned -4.65% as sentiment turned broadly negative due to a host of factors. These included inflationary pressure from surging commodity prices, rising bond yields, supply constraints and disruption, and the fast-spreading delta variant of the coronavirus. The Fed also signaled it could soon begin to taper the bond purchases it has made since the onset of the pandemic. The index sharply reversed course with a 7.01% gain in October, driven by strength in earnings. Then in November, the index stalled again, returning -0.69% amid the emergence of a new, more-highly transmissible variant, omicron, and rising inflation, which breached a 40-year high. The index advanced 4.48% in December, after studies suggested omicron resulted in fewer severe COVID-19 cases. All sectors had a double-digit return, led by energy (+55%) and real estate (+46%), whereas utilities (+18%) notably lagged.

Comments from Co-Managers Asher Anolic and Jason Weiner:  For the year ending December 31, 2021, the fund's share classes gained about 24% to 25%, trailing the 28.71% result of the benchmark S&P 500® index. The largest detractor from performance versus the benchmark was security selection in the consumer discretionary sector, especially among retailing firms. Weak picks among consumer staples stocks, primarily within the household & personal products industry, also hurt. Further hampering performance was an overweighting in the communication services sector, most notably within the media & entertainment segment. Our non-benchmark stake in Tencent Holdings was the portfolio's biggest individual relative detractor due to its roughly -16% result. We reduced exposure to Tencent Holdings the past 12 months. Also hindering performance was our overweighting in Qualcomm, which rose 23% and where we decreased our exposure this period. Another notable relative detractor was an out-of-benchmark position in Mandiant (-24%), which we purchased in the fund this past year. In contrast, the top contributor to performance versus the benchmark were investment choices in the financials sector, primarily driven by the insurance industry. Strong picks in communication services, especially within the media & entertainment industry, also helped the fund's relative result. Boosting the portfolio’s performance versus the benchmark even further was stock selection in the health care sector, primarily driven by pharmaceuticals, biotechnology & life sciences firms. The fund's top individual relative contributor was an outsized stake in Nvidia, which advanced roughly 126% the past 12 months and was among our largest holdings. Also lifting the fund’s relative return in 2021 was our overweighting in Microsoft, which gained about 52%. The company was the portfolio's biggest holding at the end of the year. Further contributing this period was an outsized stake in Alphabet (+65%), another of our larger positions. Notable changes in exposure at the sector level include a higher allocation to financials and communication services stocks.

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)

Top Ten Stocks as of December 31, 2021

 % of fund's net assets 
Microsoft Corp. 9.9 
Alphabet, Inc. Class A 6.0 
Amazon.com, Inc. 5.0 
Apple, Inc. 4.8 
UnitedHealth Group, Inc. 4.7 
NVIDIA Corp. 2.9 
Adobe, Inc. 2.0 
Alphabet, Inc. Class C 2.0 
Palo Alto Networks, Inc. 1.5 
Qualcomm, Inc. 1.5 
 40.3 

Top Five Market Sectors as of December 31, 2021

 % of fund's net assets 
Information Technology 30.3 
Health Care 15.8 
Communication Services 14.2 
Industrials 10.7 
Consumer Discretionary 9.5 

Asset Allocation (% of fund's net assets)

As of December 31, 2021* 
   Stocks 99.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.1% 


 * Foreign investments - 11.4%

Schedule of Investments December 31, 2021

Showing Percentage of Net Assets

Common Stocks - 99.7%   
 Shares Value 
COMMUNICATION SERVICES - 14.2%   
Diversified Telecommunication Services - 0.7%   
Cellnex Telecom SA (a) 31,515 $1,825,589 
Entertainment - 3.4%   
Sea Ltd. ADR (b) 2,300 514,533 
Take-Two Interactive Software, Inc. (b) 7,500 1,332,900 
Universal Music Group NV 118,700 3,354,591 
Warner Music Group Corp. Class A 79,000 3,411,220 
  8,613,244 
Interactive Media & Services - 9.4%   
Alphabet, Inc.:   
Class A (b) 5,305 15,368,797 
Class C (b) 1,744 5,046,421 
Meta Platforms, Inc. Class A (b) 7,700 2,589,895 
ZipRecruiter, Inc. (b) 6,600 164,604 
Zoominfo Technologies, Inc. (b) 10,300 661,260 
  23,830,977 
Media - 0.7%   
Cable One, Inc. 665 1,172,694 
Ion Acquisition Corp. 2 Ltd. (c) 11,766 78,244 
Liberty Media Corp. Liberty Formula One Group Series C (b) 7,000 442,680 
  1,693,618 
TOTAL COMMUNICATION SERVICES  35,963,428 
CONSUMER DISCRETIONARY - 9.5%   
Automobiles - 0.8%   
Ferrari NV 7,600 1,967,032 
XPeng, Inc. ADR (b) 900 45,297 
  2,012,329 
Diversified Consumer Services - 0.8%   
Laureate Education, Inc. Class A 112,000 1,370,880 
Mister Car Wash, Inc. 38,400 699,264 
  2,070,144 
Hotels, Restaurants & Leisure - 0.6%   
Airbnb, Inc. Class A 5,400 899,046 
Flutter Entertainment PLC (b) 4,600 735,905 
  1,634,951 
Internet & Direct Marketing Retail - 5.0%   
Amazon.com, Inc. (b) 3,775 12,587,134 
Leisure Products - 0.2%   
Peloton Interactive, Inc. Class A (b) 13,700 489,912 
Multiline Retail - 0.1%   
Dollarama, Inc. 5,100 255,252 
Specialty Retail - 1.4%   
Floor & Decor Holdings, Inc. Class A (b) 2,400 312,024 
TJX Companies, Inc. 24,600 1,867,632 
Victoria's Secret & Co. (b) 23,400 1,299,636 
  3,479,292 
Textiles, Apparel & Luxury Goods - 0.6%   
LVMH Moet Hennessy Louis Vuitton SE 200 165,287 
LVMH Moet Hennessy Louis Vuitton SE 700 577,556 
On Holding AG 500 18,905 
Samsonite International SA (a)(b) 344,100 699,007 
  1,460,755 
TOTAL CONSUMER DISCRETIONARY  23,989,769 
CONSUMER STAPLES - 3.0%   
Beverages - 1.1%   
Kweichow Moutai Co. Ltd. (A Shares) 1,023 329,943 
Monster Beverage Corp. (b) 25,700 2,468,228 
  2,798,171 
Household Products - 1.9%   
Reckitt Benckiser Group PLC 29,929 2,576,398 
The Clorox Co. 12,600 2,196,936 
  4,773,334 
TOTAL CONSUMER STAPLES  7,571,505 
ENERGY - 0.6%   
Energy Equipment & Services - 0.4%   
Baker Hughes Co. Class A 42,000 1,010,520 
Oil, Gas & Consumable Fuels - 0.2%   
Denbury, Inc. (b) 1,700 130,203 
Reliance Industries Ltd. 8,200 260,704 
  390,907 
TOTAL ENERGY  1,401,427 
FINANCIALS - 7.9%   
Banks - 0.5%   
M&T Bank Corp. 8,600 1,320,788 
Capital Markets - 5.2%   
BlackRock, Inc. Class A 2,550 2,334,678 
CME Group, Inc. 15,400 3,518,284 
MarketAxess Holdings, Inc. 2,300 945,921 
Morgan Stanley 31,800 3,121,488 
Morningstar, Inc. 5,800 1,983,542 
MSCI, Inc. 1,500 919,035 
S&P Global, Inc. 600 283,158 
  13,106,106 
Diversified Financial Services - 0.0%   
EQRx, Inc. (c) 11,677 79,637 
Insurance - 2.2%   
American Financial Group, Inc. 9,300 1,277,076 
Arthur J. Gallagher & Co. 18,300 3,104,961 
BRP Group, Inc. (b) 13,000 469,430 
Marsh & McLennan Companies, Inc. 3,700 643,134 
  5,494,601 
TOTAL FINANCIALS  20,001,132 
HEALTH CARE - 15.8%   
Biotechnology - 3.7%   
Adamas Pharmaceuticals, Inc.:   
rights (b)(d) 47,000 2,820 
rights (b)(d) 47,000 2,820 
Alnylam Pharmaceuticals, Inc. (b) 2,200 373,076 
Applied Therapeutics, Inc. (b) 10,000 89,500 
Cytokinetics, Inc. (b) 5,300 241,574 
Erasca, Inc. 2,700 42,066 
Evelo Biosciences, Inc. (b) 1,600 9,712 
Gamida Cell Ltd. (b) 38,300 97,282 
Hookipa Pharma, Inc. (b) 10,200 23,766 
Horizon Therapeutics PLC (b) 17,300 1,864,248 
Innovent Biologics, Inc. (a)(b) 36,000 222,762 
Prelude Therapeutics, Inc. (b) 800 9,960 
Regeneron Pharmaceuticals, Inc. (b) 3,500 2,210,320 
Rubius Therapeutics, Inc. (b) 6,100 59,048 
Seres Therapeutics, Inc. (b) 4,500 37,485 
Synlogic, Inc. (b) 34,200 82,764 
Vertex Pharmaceuticals, Inc. (b) 16,700 3,667,320 
Vor Biopharma, Inc. (b) 11,384 132,282 
XOMA Corp. (b)(e) 8,300 173,055 
  9,341,860 
Health Care Equipment & Supplies - 1.9%   
Axonics Modulation Technologies, Inc. (b) 2,600 145,600 
Edwards Lifesciences Corp. (b) 13,700 1,774,835 
Insulet Corp. (b) 400 106,428 
Intuitive Surgical, Inc. (b) 5,500 1,976,150 
Medacta Group SA (a)(b) 370 57,601 
Nevro Corp. (b) 1,500 121,605 
Penumbra, Inc. (b) 2,400 689,568 
  4,871,787 
Health Care Providers & Services - 5.7%   
Guardant Health, Inc. (b) 3,400 340,068 
HealthEquity, Inc. (b) 27,600 1,221,024 
Option Care Health, Inc. (b) 13,800 392,472 
Tenet Healthcare Corp. (b) 7,400 604,506 
UnitedHealth Group, Inc. 23,500 11,800,290 
  14,358,360 
Health Care Technology - 0.2%   
Certara, Inc. 16,100 457,562 
Simulations Plus, Inc. (e) 2,000 94,600 
  552,162 
Life Sciences Tools & Services - 1.9%   
10X Genomics, Inc. (b) 1,500 223,440 
Berkeley Lights, Inc. (b)(e) 18,300 332,694 
Bio-Techne Corp. 1,100 569,074 
Bruker Corp. 16,200 1,359,342 
Codexis, Inc. (b) 9,000 281,430 
Danaher Corp. 6,200 2,039,862 
Nanostring Technologies, Inc. (b) 500 21,115 
Olink Holding AB ADR (b) 800 14,560 
  4,841,517 
Pharmaceuticals - 2.4%   
Aclaris Therapeutics, Inc. (b) 6,700 97,418 
Eli Lilly & Co. 10,500 2,900,310 
Revance Therapeutics, Inc. (b) 8,100 132,192 
Zoetis, Inc. Class A 12,600 3,074,778 
  6,204,698 
TOTAL HEALTH CARE  40,170,384 
INDUSTRIALS - 10.7%   
Aerospace & Defense - 1.6%   
Airbus Group NV (b) 2,400 307,065 
Axon Enterprise, Inc. (b) 2,000 314,000 
HEICO Corp. Class A 5,300 681,156 
Northrop Grumman Corp. 7,000 2,709,490 
  4,011,711 
Airlines - 0.7%   
Ryanair Holdings PLC sponsored ADR (b) 18,500 1,893,105 
Construction & Engineering - 0.2%   
Willscot Mobile Mini Holdings (b) 9,700 396,148 
Electrical Equipment - 1.2%   
Ballard Power Systems, Inc. (b)(e) 800 10,048 
Bloom Energy Corp. Class A (b)(e) 3,900 85,527 
Ceres Power Holdings PLC (b) 18,600 251,429 
Eaton Corp. PLC 6,100 1,054,202 
Encore Wire Corp. 2,700 386,370 
Generac Holdings, Inc. (b) 3,700 1,302,104 
  3,089,680 
Industrial Conglomerates - 0.8%   
General Electric Co. 21,400 2,021,658 
Machinery - 2.1%   
Deere & Co. 4,200 1,440,138 
Ingersoll Rand, Inc. 39,300 2,431,491 
Otis Worldwide Corp. 17,000 1,480,190 
  5,351,819 
Professional Services - 2.9%   
ASGN, Inc. (b) 2,400 296,160 
Dun & Bradstreet Holdings, Inc. (b) 25,800 528,642 
Equifax, Inc. 4,100 1,200,439 
Experian PLC 37,314 1,837,934 
KBR, Inc. 62,000 2,952,440 
Kforce, Inc. 1,700 127,874 
Upwork, Inc. (b) 14,700 502,152 
  7,445,641 
Trading Companies & Distributors - 1.2%   
Azelis Group NV 3,800 108,522 
Ferguson PLC 14,700 2,611,114 
United Rentals, Inc. (b) 800 265,832 
  2,985,468 
TOTAL INDUSTRIALS  27,195,230 
INFORMATION TECHNOLOGY - 30.3%   
Electronic Equipment & Components - 0.6%   
Zebra Technologies Corp. Class A (b) 2,400 1,428,480 
IT Services - 2.9%   
Adyen BV (a)(b) 310 813,751 
Amadeus IT Holding SA Class A (b) 16,400 1,109,694 
Cognizant Technology Solutions Corp. Class A 28,000 2,484,160 
MongoDB, Inc. Class A (b) 2,100 1,111,635 
Snowflake Computing, Inc. (b) 500 169,375 
VeriSign, Inc. (b) 7,000 1,776,740 
  7,465,355 
Semiconductors & Semiconductor Equipment - 5.8%   
Aixtron AG 20,200 409,160 
ASML Holding NV 1,600 1,273,824 
Enphase Energy, Inc. (b) 4,600 841,524 
NVIDIA Corp. 24,800 7,293,928 
Qualcomm, Inc. 20,700 3,785,409 
SolarEdge Technologies, Inc. (b) 1,300 364,741 
Universal Display Corp. 5,300 874,659 
  14,843,245 
Software - 16.2%   
Adobe, Inc. (b) 9,000 5,103,540 
Coupa Software, Inc. (b) 2,700 426,735 
Epic Games, Inc. (b)(c)(d) 156 141,776 
HashiCorp, Inc. 300 27,312 
Intuit, Inc. 3,900 2,508,558 
Mandiant, Inc. (b) 125,900 2,208,286 
Manhattan Associates, Inc. (b) 6,100 948,489 
Microsoft Corp. 75,100 25,257,632 
Oracle Corp. 4,900 427,329 
Palo Alto Networks, Inc. (b) 6,800 3,785,968 
Samsara, Inc. (e) 1,300 36,543 
Volue A/S (b) 22,500 149,094 
  41,021,262 
Technology Hardware, Storage & Peripherals - 4.8%   
Apple, Inc. 68,760 12,209,713 
TOTAL INFORMATION TECHNOLOGY  76,968,055 
MATERIALS - 4.9%   
Chemicals - 3.2%   
Albemarle Corp. U.S. 5,800 1,355,866 
Axalta Coating Systems Ltd. (b) 19,700 652,464 
CF Industries Holdings, Inc. 22,900 1,620,862 
Sherwin-Williams Co. 8,900 3,134,224 
The Chemours Co. LLC 43,000 1,443,080 
  8,206,496 
Construction Materials - 0.5%   
Martin Marietta Materials, Inc. 2,900 1,277,508 
Metals & Mining - 1.2%   
First Quantum Minerals Ltd. 22,100 528,849 
Freeport-McMoRan, Inc. 42,900 1,790,217 
Lynas Rare Earths Ltd. (b) 78,939 585,785 
MP Materials Corp. (b)(e) 3,500 158,970 
  3,063,821 
TOTAL MATERIALS  12,547,825 
REAL ESTATE - 2.0%   
Equity Real Estate Investment Trusts (REITs) - 2.0%   
Prologis (REIT), Inc. 22,200 3,737,592 
Welltower, Inc. 14,100 1,209,357 
  4,946,949 
Real Estate Management & Development - 0.0%   
Doma Holdings, Inc. (c) 22,979 116,733 
TOTAL REAL ESTATE  5,063,682 
UTILITIES - 0.8%   
Electric Utilities - 0.7%   
NextEra Energy, Inc. 18,100 1,689,816 
Independent Power and Renewable Electricity Producers - 0.1%   
Brookfield Renewable Corp. 6,700 246,761 
Brookfield Renewable Partners LP 2,900 103,791 
  350,552 
TOTAL UTILITIES  2,040,368 
TOTAL COMMON STOCKS   
(Cost $163,157,044)  252,912,805 
Convertible Preferred Stocks - 0.2%   
HEALTH CARE - 0.0%   
Biotechnology - 0.0%   
ElevateBio LLC Series C (c)(d) 5,300 19,509 
INFORMATION TECHNOLOGY - 0.0%   
Software - 0.0%   
ASAPP, Inc. Series C (c)(d) 17,672 80,028 
MATERIALS - 0.2%   
Metals & Mining - 0.2%   
Illuminated Holdings, Inc.:   
Series C2 (b)(c)(d) 3,438 148,522 
Series C3 (b)(c)(d) 4,298 185,674 
Series C4 (c)(d) 1,252 54,086 
Series C5 (c)(d) 2,617 113,054 
  501,336 
TOTAL CONVERTIBLE PREFERRED STOCKS   
(Cost $511,834)  600,873 
Money Market Funds - 0.5%   
Fidelity Cash Central Fund 0.08% (f) 813,637 813,800 
Fidelity Securities Lending Cash Central Fund 0.08% (f)(g) 374,475 374,512 
TOTAL MONEY MARKET FUNDS   
(Cost $1,188,312)  1,188,312 
TOTAL INVESTMENT IN SECURITIES - 100.4%   
(Cost $164,857,190)  254,701,990 
NET OTHER ASSETS (LIABILITIES) - (0.4)%  (1,071,195) 
NET ASSETS - 100%  $253,630,795 

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 $3,618,710 or 1.4% of net assets.

 (b) Non-income producing

 (c) 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 $1,017,263 or 0.4% of net assets.

 (d) Level 3 security

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

 (f) 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.

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

Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
ASAPP, Inc. Series C 4/30/21 $116,584 
Doma Holdings, Inc. 3/2/21 $229,790 
ElevateBio LLC Series C 3/9/21 $22,234 
Epic Games, Inc. 3/29/21 $138,060 
EQRx, Inc. 8/5/21 $116,770 
Illuminated Holdings, Inc. Series C2 7/7/20 $85,950 
Illuminated Holdings, Inc. Series C3 7/7/20 $128,940 
Illuminated Holdings, Inc. Series C4 1/8/21 $45,072 
Illuminated Holdings, Inc. Series C5 6/16/21 $113,054 
Ion Acquisition Corp. 2 Ltd. 6/24/21 $117,660 

Affiliated Central Funds

Fiscal year to date information regarding the Fund's investments in Fidelity Central Funds, including the ownership percentage, is presented below.

Fund Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain/Loss Change in Unrealized appreciation (depreciation) Value, end of period % ownership, end of period 
Fidelity Cash Central Fund 0.08% $1,799,442 $51,030,023 $52,015,654 $1,246 $(11) $-- $813,800 0.0% 
Fidelity Securities Lending Cash Central Fund 0.08% 1,225,037  7,540,511  8,391,036 9,710 -- -- 374,512 0.0% 
Total $3,024,479 $ 58,570,534 $ 60,406,690 $10,956 $(11) $-- $1,188,312  

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.

Investment Valuation

The following is a summary of the inputs used, as of December 31, 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 $35,963,428 $30,783,248 $5,180,180 $-- 
Consumer Discretionary 23,989,769 23,088,577 901,192 -- 
Consumer Staples 7,571,505 4,995,107 2,576,398 -- 
Energy 1,401,427 1,401,427 -- -- 
Financials 20,001,132 20,001,132 -- -- 
Health Care 40,189,893 40,107,143 57,601 25,149 
Industrials 27,195,230 22,079,166 5,116,064 -- 
Information Technology 77,048,083 74,344,580 2,481,699 221,804 
Materials 13,049,161 11,962,040 585,785 501,336 
Real Estate 5,063,682 5,063,682 -- -- 
Utilities 2,040,368 2,040,368 -- -- 
Money Market Funds 1,188,312 1,188,312 -- -- 
Total Investments in Securities: $254,701,990 $237,054,782 $16,898,919 $748,289 

Other Information

Distribution of investments by country or territory of incorporation, as a percentage of Total Net Assets, is as follows (Unaudited):

United States of America 88.6% 
Netherlands 3.0% 
Ireland 2.1% 
Bailiwick of Jersey 1.7% 
Spain 1.1% 
United Kingdom 1.1% 
Others (Individually Less Than 1%) 2.4% 
 100.0% 

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


Financial Statements

Statement of Assets and Liabilities

  December 31, 2021 
Assets   
Investment in securities, at value (including securities loaned of $364,122) — See accompanying schedule:
Unaffiliated issuers (cost $163,668,878) 
$253,513,678  
Fidelity Central Funds (cost $1,188,312) 1,188,312  
Total Investment in Securities (cost $164,857,190)  $254,701,990 
Cash  18,677 
Foreign currency held at value (cost $3,835)  3,816 
Receivable for investments sold  449,491 
Receivable for fund shares sold  4,925 
Dividends receivable  68,015 
Distributions receivable from Fidelity Central Funds  350 
Prepaid expenses  228 
Total assets  255,247,492 
Liabilities   
Payable for investments purchased $798,762  
Payable for fund shares redeemed 250,044  
Accrued management fee 108,872  
Distribution and service plan fees payable 4,080  
Other affiliated payables 34,224  
Other payables and accrued expenses 46,390  
Collateral on securities loaned 374,325  
Total liabilities  1,616,697 
Net Assets  $253,630,795 
Net Assets consist of:   
Paid in capital  $138,032,074 
Total accumulated earnings (loss)  115,598,721 
Net Assets  $253,630,795 
Net Asset Value and Maximum Offering Price   
Initial Class:   
Net Asset Value, offering price and redemption price per share ($30,029,493 ÷ 1,530,736 shares)  $19.62 
Service Class:   
Net Asset Value, offering price and redemption price per share ($444,918 ÷ 23,015 shares)  $19.33 
Service Class 2:   
Net Asset Value, offering price and redemption price per share ($19,579,065 ÷ 1,038,792 shares)  $18.85 
Investor Class:   
Net Asset Value, offering price and redemption price per share ($203,577,319 ÷ 10,407,101 shares)  $19.56 

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


Statement of Operations

  Year ended December 31, 2021 
Investment Income   
Dividends  $1,935,728 
Special dividends  785,120 
Income from Fidelity Central Funds (including $9,710 from security lending)  10,956 
Total income  2,731,804 
Expenses   
Management fee $1,221,670  
Transfer agent fees 285,725  
Distribution and service plan fees 50,051  
Accounting fees 90,522  
Custodian fees and expenses 22,594  
Independent trustees' fees and expenses 794  
Audit 49,446  
Legal 3,338  
Miscellaneous 937  
Total expenses before reductions 1,725,077  
Expense reductions (3,644)  
Total expenses after reductions  1,721,433 
Net investment income (loss)  1,010,371 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 31,852,760  
Fidelity Central Funds (11)  
Foreign currency transactions (5,184)  
Total net realized gain (loss)  31,847,565 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers 17,320,031  
Assets and liabilities in foreign currencies (429)  
Total change in net unrealized appreciation (depreciation)  17,319,602 
Net gain (loss)  49,167,167 
Net increase (decrease) in net assets resulting from operations  $50,177,538 

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


Statement of Changes in Net Assets

 Year ended December 31, 2021 Year ended December 31, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $1,010,371 $186,019 
Net realized gain (loss) 31,847,565 14,280,842 
Change in net unrealized appreciation (depreciation) 17,319,602 35,337,355 
Net increase (decrease) in net assets resulting from operations 50,177,538 49,804,216 
Distributions to shareholders (21,366,276) (2,607,792) 
Share transactions - net increase (decrease) 19,313,218 (5,208,589) 
Total increase (decrease) in net assets 48,124,480 41,987,835 
Net Assets   
Beginning of period 205,506,315 163,518,480 
End of period $253,630,795 $205,506,315 

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


Financial Highlights

VIP Dynamic Capital Appreciation Portfolio Initial Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $17.36 $13.20 $12.24 $14.43 $12.53 
Income from Investment Operations      
Net investment income (loss)A .09B .03 .07 .08 .10 
Net realized and unrealized gain (loss) 3.96 4.35 3.21 (.73)C 2.77 
Total from investment operations 4.05 4.38 3.28 (.65) 2.87 
Distributions from net investment income (.11)D (.03) (.08) (.08) (.12) 
Distributions from net realized gain (1.67)D (.19) (2.24) (1.46) (.86) 
Total distributions (1.79)E (.22) (2.32) (1.54) (.97)E 
Net asset value, end of period $19.62 $17.36 $13.20 $12.24 $14.43 
Total ReturnF,G 24.63% 33.61% 30.08% (4.89)%C 23.89% 
Ratios to Average Net AssetsH,I      
Expenses before reductions .66% .68% .68% .69% .72% 
Expenses net of fee waivers, if any .66% .68% .68% .69% .72% 
Expenses net of all reductions .66% .68% .68% .68% .71% 
Net investment income (loss) .51%B .19% .57% .54% .73% 
Supplemental Data      
Net assets, end of period (000 omitted) $30,029 $26,104 $22,638 $20,701 $24,566 
Portfolio turnover rateJ 61% 62% 66% 155% 116% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.06 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been .18%.

 C Amount includes a reimbursement from the investment adviser for an operational error which amounted to less than $.33 per share. Excluding this reimbursement, the total return would have been (7.25) %.

 D The amount shown reflects reclassifications related to book to tax differences that were made in the year shown.

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

 F Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

 H 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.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment adviser, 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.

 J 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.


VIP Dynamic Capital Appreciation Portfolio Service Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $17.13 $13.03 $12.11 $14.28 $12.41 
Income from Investment Operations      
Net investment income (loss)A .08B .01 .06 .06 .08 
Net realized and unrealized gain (loss) 3.89 4.30 3.17 (.71)C 2.75 
Total from investment operations 3.97 4.31 3.23 (.65) 2.83 
Distributions from net investment income (.09)D (.02) (.07) (.06) (.10) 
Distributions from net realized gain (1.67)D (.19) (2.24) (1.46) (.86) 
Total distributions (1.77)E (.21) (2.31) (1.52) (.96) 
Net asset value, end of period $19.33 $17.13 $13.03 $12.11 $14.28 
Total ReturnF,G 24.47% 33.48% 29.96% (4.97)%C 23.76% 
Ratios to Average Net AssetsH,I      
Expenses before reductions .76% .78% .78% .79% .82% 
Expenses net of fee waivers, if any .76% .78% .78% .79% .82% 
Expenses net of all reductions .76% .78% .78% .78% .81% 
Net investment income (loss) .42%B .09% .47% .44% .63% 
Supplemental Data      
Net assets, end of period (000 omitted) $445 $327 $287 $265 $631 
Portfolio turnover rateJ 61% 62% 66% 155% 116% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.06 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been .08%.

 C Amount includes a reimbursement from the investment adviser for an operational error which amounted to less than $.33 per share. Excluding this reimbursement, the total return would have been (7.33) %.

 D The amount shown reflects reclassifications related to book to tax differences that were made in the year shown.

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

 F Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

 H 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.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment adviser, 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.

 J 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.


VIP Dynamic Capital Appreciation Portfolio Service Class 2

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $16.74 $12.74 $11.88 $14.05 $12.23 
Income from Investment Operations      
Net investment income (loss)A .05B (.01) .04 .04 .06 
Net realized and unrealized gain (loss) 3.79 4.21 3.11 (.71)C 2.70 
Total from investment operations 3.84 4.20 3.15 (.67) 2.76 
Distributions from net investment income (.05)D (.01) (.05) (.05) (.08) 
Distributions from net realized gain (1.67)D (.19) (2.24) (1.46) (.86) 
Total distributions (1.73)E (.20) (2.29) (1.50)E (.94) 
Net asset value, end of period $18.85 $16.74 $12.74 $11.88 $14.05 
Total ReturnF,G 24.27% 33.34% 29.82% (5.17)%C 23.50% 
Ratios to Average Net AssetsH,I      
Expenses before reductions .91% .93% .93% .94% .97% 
Expenses net of fee waivers, if any .91% .93% .93% .94% .97% 
Expenses net of all reductions .91% .93% .93% .93% .96% 
Net investment income (loss) .26%B (.06)% .32% .29% .48% 
Supplemental Data      
Net assets, end of period (000 omitted) $19,579 $18,900 $15,870 $14,533 $17,294 
Portfolio turnover rateJ 61% 62% 66% 155% 116% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.06 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been (.07) %.

 C Amount includes a reimbursement from the investment adviser for an operational error which amounted to less than $.32 per share. Excluding this reimbursement, the total return would have been (7.53) %.

 D The amount shown reflects reclassifications related to book to tax differences that were made in the year shown.

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

 F Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

 H 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.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment adviser, 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.

 J 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.


VIP Dynamic Capital Appreciation Portfolio Investor Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $17.32 $13.17 $12.21 $14.40 $12.51 
Income from Investment Operations      
Net investment income (loss)A .08B .02 .06 .06 .09 
Net realized and unrealized gain (loss) 3.93 4.34 3.21 (.72)C 2.76 
Total from investment operations 4.01 4.36 3.27 (.66) 2.85 
Distributions from net investment income (.09)D (.02) (.07) (.07) (.11) 
Distributions from net realized gain (1.67)D (.19) (2.24) (1.46) (.86) 
Total distributions (1.77)E (.21) (2.31) (1.53) (.96)E 
Net asset value, end of period $19.56 $17.32 $13.17 $12.21 $14.40 
Total ReturnF,G 24.46% 33.54% 30.07% (5.00)%C 23.74% 
Ratios to Average Net AssetsH,I      
Expenses before reductions .73% .76% .76% .77% .80% 
Expenses net of fee waivers, if any .73% .76% .76% .77% .80% 
Expenses net of all reductions .73% .75% .76% .76% .79% 
Net investment income (loss) .44%B .12% .50% .46% .65% 
Supplemental Data      
Net assets, end of period (000 omitted) $203,577 $160,175 $124,723 $108,561 $118,071 
Portfolio turnover rateJ 61% 62% 66% 155% 116% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.06 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been .10%.

 C Amount includes a reimbursement from the investment adviser for an operational error which amounted to less than $.33 per share. Excluding this reimbursement, the total return would have been (7.36) %.

 D The amount shown reflects reclassifications related to book to tax differences that were made in the year shown.

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

 F Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

 H 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.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment adviser, 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.

 J 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 December 31, 2021

1. Organization.

VIP Dynamic Capital Appreciation Portfolio (the Fund) is a fund of Variable Insurance Products Fund III (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 Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class.

2. Investments in Fidelity Central Funds.

Funds may invest in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Schedule of Investments lists any Fidelity Central Funds held as an investment as of period end, but does not include the underlying holdings of each Fidelity Central Fund. An investing fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the investing fund. These strategies are consistent with the investment objectives of the investing fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the investing fund.

Fidelity Central Fund Investment Manager Investment Objective Investment Practices Expense Ratio(a) 
Fidelity Money Market Central Funds Fidelity Management & Research Company LLC (FMR) Each fund seeks to obtain a high level of current income consistent with the preservation of capital and liquidity. Short-term Investments Less than .005% 

 (a) Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual shareholder report.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, and are not covered by the Report of Independent Registered Public Accounting Firm, are available on the Securities and Exchange Commission website or upon request.

3. 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) 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. 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.

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.

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 December 31, 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. Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of a fund include an amount in addition to trade execution, which may be rebated back to a fund. Any such rebates are included in net realized gain (loss) on investments in the Statement of Operations. 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. 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. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Funds may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. Any withholding tax reclaims income is included in the Statement of Operations in dividends. Any receivables for withholding tax reclaims are included in the Statement of Assets and Liabilities in dividends receivable.

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

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 December 31, 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 declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences resulted in distribution reclassifications.

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 foreign currency transactions, partnership and losses deferred 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 $94,102,022 
Gross unrealized depreciation (4,294,704) 
Net unrealized appreciation (depreciation) $89,807,318 
Tax Cost $164,894,672 

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

Undistributed long-term capital gain $25,865,395 
Net unrealized appreciation (depreciation) on securities and other investments $89,807,248 

The Fund intends to elect to defer to its next fiscal year $73,918 of capital losses recognized during the period November 1,2021 to December 31, 2021.

The tax character of distributions paid was as follows:

 December 31, 2021 December 31, 2020 
Ordinary Income $7,433,857 $ 272,057 
Long-term Capital Gains 13,932,419 2,335,735 
Total $21,366,276 $ 2,607,792 

Restricted Securities (including Private Placements). Funds 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 held at period end is included at the end of the Schedule of Investments, if applicable.

4. Purchases and Sales of Investments.

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

 Purchases ($) Sales ($) 
VIP Dynamic Capital Appreciation Portfolio 140,404,613 140,019,903 

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company LLC (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .23% during the period. The group fee rate is based upon the monthly average net assets of a group of registered investment companies with which the investment adviser has management contracts. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .52% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Company LLC (FDC), an affiliate of the investment adviser, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets.

For the period, total fees, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services, were as follows:

Service Class $396 
Service Class 2 49,655 
 $50,051 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company LLC (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class pays a fee for transfer agent services, typesetting and printing and mailing of shareholder reports, excluding mailing of proxy statements. For the period, transfer agent fees for each class were as follows:

 Amount % of Class-Level Average Net Assets 
Initial Class $18,041 .06 
Service Class 249 .06 
Service Class 2 12,504 .06 
Investor Class 254,931 .14 
 $285,725  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. For the period, the fees were equivalent to the following annual rates:

 % of Average Net Assets 
VIP Dynamic Capital Appreciation Portfolio .04 

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 
VIP Dynamic Capital Appreciation Portfolio $1,973 

Interfund Trades. Funds may purchase from or sell securities to other Fidelity Funds 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. Interfund trades during the period are noted in the table below.

 Purchases ($) Sales ($) Realized Gain (Loss) ($) 
VIP Dynamic Capital Appreciation Portfolio 5,069,292 6,360,476 1,001,489 

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

 Amount 
VIP Dynamic Capital Appreciation Portfolio $397 

7. Security Lending.

Funds lend portfolio securities from time to time in order to earn additional income. Lending agents are used, including National Financial Services (NFS), an affiliate of the investment adviser. Pursuant to a securities lending agreement, NFS will receive a fee, which is capped at 9.9% of a fund's daily lending revenue, for its services as lending agent. A fund may lend securities to certain qualified borrowers, including NFS. 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. Affiliated security lending activity, if any, was as follows:

 Total Security Lending Fees Paid to NFS Security Lending Income From Securities Loaned to NFS Value of Securities Loaned to NFS at Period End 
VIP Dynamic Capital Appreciation Portfolio $1,019 $58 $18,765 

8. Expense Reductions.

In addition, during the period the investment adviser or an affiliate reimbursed and/or waived a portion of fund-level operating expenses in the amount of $3,644.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended
December 31, 2021 
Year ended
December 31, 2020 
VIP Dynamic Capital Appreciation Portfolio   
Distributions to shareholders   
Initial Class $2,664,797 $364,145 
Service Class 35,465 3,946 
Service Class 2 1,896,525 238,875 
Investor Class 16,769,489 2,000,826 
Total $21,366,276 $2,607,792 

10. Share Transactions.

Transactions for each class of shares were as follows and may contain in-kind transactions:

 Shares Shares Dollars Dollars 
 Year ended December 31, 2021 Year ended December 31, 2020 Year ended December 31, 2021 Year ended December 31, 2020 
VIP Dynamic Capital Appreciation Portfolio     
Initial Class     
Shares sold 121,009 116,401 $2,187,314 $1,654,235 
Reinvestment of distributions 150,157 26,220 2,664,797 364,145 
Shares redeemed (243,725) (354,192) (4,518,065) (4,586,499) 
Net increase (decrease) 27,441 (211,571) $334,046 $(2,568,119) 
Service Class     
Shares sold 2,415 $41,895 $7 
Reinvestment of distributions 2,022 290 35,465 3,946 
Shares redeemed (509) (3,200) (9,577) (43,506) 
Net increase (decrease) 3,928 (2,909) $67,783 $(39,553) 
Service Class 2     
Shares sold 61,917 108,547 $1,062,336 $1,422,488 
Reinvestment of distributions 111,561 18,124 1,896,525 238,875 
Shares redeemed (263,821) (242,941) (4,676,764) (3,256,668) 
Net increase (decrease) (90,343) (116,270) $(1,717,903) $(1,595,305) 
Investor Class     
Shares sold 1,178,977 976,276 $21,525,300 $14,370,083 
Reinvestment of distributions 946,320 145,249 16,769,489 2,000,826 
Shares redeemed (967,121) (1,343,259) (17,665,497) (17,376,521) 
Net increase (decrease) 1,158,176 (221,734) $20,629,292 $(1,005,612) 

11. Other.

A 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, a fund may also enter into contracts that provide general indemnifications. A fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against a fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were the owners of record of 92% of the total outstanding shares of the Fund.

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 Variable Insurance Products Fund III and Shareholders of VIP Dynamic Capital Appreciation Portfolio

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities of VIP Dynamic Capital Appreciation Portfolio (the "Fund"), a fund of Variable Insurance Products Fund III, including the schedule of investments, as of December 31, 2021, the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of December 31, 2021, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements and financial highlights 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 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 and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, 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 and financial highlights. 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 and financial highlights. Our procedures included confirmation of securities owned as of December 31, 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/ Deloitte & Touche LLP

Boston, Massachusetts

February 11, 2022


We have served as the auditor of one or more of the Fidelity investment companies since 1999.

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.  Each of the Trustees oversees 314 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 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.  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. 

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

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 also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, 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, have also been 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 Acting 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. David M. Thomas serves as 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 Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and other equity funds. The asset allocation funds may invest in Fidelity® funds overseen by the fund's Board. 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. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity® funds overseen by each Board.

The Trustees operate using a system of 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, acting through its committees, has charged FMR 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 FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees.  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, including an annual review of Fidelity's risk management program for the Fidelity® funds.  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+

Bettina Doulton (1964)

Year of Election or Appointment: 2020

Trustee

Ms. Doulton also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Doulton served in a variety of positions at Fidelity Investments, including as a managing director of research (2006-2007), portfolio manager to certain Fidelity® funds (1993-2005), equity analyst and portfolio assistant (1990-1993), and research assistant (1987-1990). Ms. Doulton currently owns and operates Phi Builders + Architects and Cellardoor Winery. Previously, Ms. Doulton served as a member of the Board of Brown Capital Management, LLC (2014-2018).

Robert A. Lawrence (1952)

Year of Election or Appointment: 2020

Trustee

Acting 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).

 * 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 FMR. 

 + 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+

Thomas P. Bostick (1956)

Year of Election or Appointment: 2021

Trustee

Lieutenant General Bostick also serves as Trustee of other Fidelity® funds. Prior to his retirement, General Bostick (United States Army, Retired) held a variety of positions within the U.S. Army, including Commanding General and Chief of Engineers, U.S. Army Corps of Engineers (2012-2016) and Deputy Chief of Staff and Director of Human Resources, U.S. Army (2009-2012). General Bostick currently serves as a member of the Board and Finance and Governance Committees of CSX Corporation (transportation, 2020-present) and a member of the Board and Corporate Governance and Nominating Committee of Perma-Fix Environmental Services, Inc. (nuclear waste management, 2020-present). General Bostick serves as Chief Executive Officer of Bostick Global Strategies, LLC (consulting, 2016-present) and Managing Partner, Sustainability, of Ridge-Lane Limited Partners (strategic advisory and venture development, 2016-present). Previously, General Bostick served as a Member of the Advisory Board of certain Fidelity® funds (2021), President, Intrexon Bioengineering (2018-2020) and Chief Operating Officer (2017-2020) and Senior Vice President of the Environment Sector (2016-2017) of Intrexon Corporation (biopharmaceutical company).

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks served as Chief Operating Officer and as a member of the Board of The Depository Trust & Clearing Corporation (financial markets infrastructure), President, Chief Operating Officer and a member of the Board of The Depository Trust Company (DTC), President and a member of the Board of the National Securities Clearing Corporation (NSCC), Chief Executive Officer and a member of the Board of the Government Securities Clearing Corporation and Chief Executive Officer and a member of the Board of the Mortgage-Backed Securities Clearing Corporation. Mr. Dirks currently serves as a member of the Finance Committee (2016-present) and Board (2017-present) and is Treasurer (2018-present) of the Asolo Repertory Theatre.

Donald F. Donahue (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Donahue also serves as Trustee of other Fidelity® funds. Mr. Donahue serves as President and Chief Executive Officer of Miranda Partners, LLC (risk consulting for the financial services industry, 2012-present). Previously, Mr. Donahue served as Chief Executive Officer (2006-2012), Chief Operating Officer (2003-2006) and Managing Director, Customer Marketing and Development (1999-2003) of The Depository Trust & Clearing Corporation (financial markets infrastructure). Mr. Donahue currently serves as a member (2007-present) and Co-Chairman (2016-present) of the Board of United Way of New York and a member of the Board of NYC Leadership Academy (2012-present). Mr. Donahue previously served as a member of the Advisory Board of certain Fidelity® funds (2015-2018).

Vicki L. Fuller (1957)

Year of Election or Appointment: 2020

Trustee

Ms. Fuller also serves as Trustee of other Fidelity® funds. Previously, Ms. Fuller served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chief Investment Officer of the New York State Common Retirement Fund (2012-2018) and held a variety of positions at AllianceBernstein L.P. (global asset management, 1985-2012), including Managing Director (2006-2012) and Senior Vice President and Senior Portfolio Manager (2001-2006). Ms. Fuller currently serves as a member of the Board, Audit Committee and Nominating and Governance Committee of The Williams Companies, Inc. (natural gas infrastructure, 2018-present), as a member of the Board, Audit Committee and Nominating and Governance Committee of two Blackstone business development companies (2020-present) and as a member of the Board of Treliant, LLC (consulting, 2019-present).

Patricia L. Kampling (1959)

Year of Election or Appointment: 2020

Trustee

Ms. Kampling also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Kampling served as Chairman of the Board and Chief Executive Officer (2012-2019), President and Chief Operating Officer (2011-2012) and Executive Vice President and Chief Financial Officer (2010-2011) of Alliant Energy Corporation. Ms. Kampling currently serves as a member of the Board, Finance Committee and Governance, Compensation and Nominating Committee of Xcel Energy Inc. (utilities company, 2020-present) and as a member of the Board, Audit, Finance and Risk Committee and Safety, Environmental, Technology and Operations Committee of American Water Works Company, Inc. (utilities company, 2019-present). In addition, Ms. Kampling currently serves as a member of the Board of the Nature Conservancy, Wisconsin Chapter (2019-present). Previously, Ms. Kampling served as a Member of the Advisory Board of certain Fidelity® funds (2020), a member of the Board, Compensation Committee and Executive Committee and Chair of the Audit Committee of Briggs & Stratton Corporation (manufacturing, 2011-2021), a member of the Board of Interstate Power and Light Company (2012-2019) and Wisconsin Power and Light Company (2012-2019) (each a subsidiary of Alliant Energy Corporation) and as a member of the Board and Workforce Development Committee of the Business Roundtable (2018-2019).

Thomas A. Kennedy (1955)

Year of Election or Appointment: 2021

Trustee

Mr. Kennedy also serves as Trustee of other Fidelity® funds. Previously, Mr. Kennedy served as a Member of the Advisory Board of certain Fidelity® funds (2020) and held a variety of positions at Raytheon Company (aerospace and defense, 1983-2020), including Chairman and Chief Executive Officer (2014-2020) and Executive Vice President and Chief Operating Officer (2013-2014). Mr. Kennedy currently serves as Executive Chairman of the Board of Directors of Raytheon Technologies Corporation (aerospace and defense, 2020-present). He is also a member of the Rutgers School of Engineering Industry Advisory Board (2011-present) and a member of the UCLA Engineering Dean’s Executive Board (2016-present).

Oscar Munoz (1959)

Year of Election or Appointment: 2021

Trustee

Mr. Munoz also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Munoz served as Executive Chairman (2020-2021), Chief Executive Officer (2015-2020), President (2015-2016) and a member of the Board (2010-2021) of United Airlines Holdings, Inc. Mr. Munoz currently serves as a member of the Board of CBRE Group, Inc. (commercial real estate, 2020-present), a member of the Board of Univision Communications, Inc. (Hispanic media, 2020-present) and a member of the Advisory Board of Salesforce.com, Inc. (cloud-based software, 2020-present). Previously, Mr. Munoz served as a Member of the Advisory Board of certain Fidelity® funds (2021).

Garnett A. Smith (1947)

Year of Election or Appointment: 2018

Trustee

Mr. Smith also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Smith served as Chairman and Chief Executive Officer (1990-1997) and President (1986-1990) of Inbrand Corp. (manufacturer of personal absorbent products). Prior to his employment with Inbrand Corp., he was employed by a retail fabric chain and North Carolina National Bank (now Bank of America). Mr. Smith previously served as a member of the Advisory Board of certain Fidelity® funds (2012-2013).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

Lead Independent Trustee

Mr. Thomas also serves as Trustee of other Fidelity® funds. Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). Mr. Thomas currently serves as a member of the Board of Fortune Brands Home and Security (home and security products, 2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication).

Susan Tomasky (1953)

Year of Election or Appointment: 2020

Trustee

Ms. Tomasky also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Tomasky served in various executive officer positions at American Electric Power Company, Inc. (1998-2011), including most recently as President of AEP Transmission (2007-2011). Ms. Tomasky currently serves as a member of the Board and Sustainability Committee and as Chair of the Audit Committee of Marathon Petroleum Corporation (2018-present) and as a member of the Board, Corporate Governance Committee and Organization and Compensation Committee and as Chair of the Audit Committee of Public Service Enterprise Group, Inc. (utilities company, 2012-present). In addition, Ms. Tomasky currently serves as a member (2009-present) and President (2020-present) of the Board of the Royal Shakespeare Company – America (2009-present), as a member of the Board of the Columbus Association for the Performing Arts (2011-present) and as a member of the Board and Investment Committee of Kenyon College (2016-present). Previously, Ms. Tomasky served as a Member of the Advisory Board of certain Fidelity® funds (2020), as a member of the Board of the Columbus Regional Airport Authority (2007-2020), as a member of the Board (2011-2018) and Lead Independent Director (2015-2018) of Andeavor Corporation (previously Tesoro Corporation) (independent oil refiner and marketer) and as a member of the Board of Summit Midstream Partners LP (energy, 2012-2018).

Michael E. Wiley (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Wiley also serves as Trustee of other Fidelity® funds. Previously, Mr. Wiley served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chairman, President and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004). Mr. Wiley also previously served as a member of the Board of Andeavor Corporation (independent oil refiner and marketer, 2005-2018), a member of the Board of Andeavor Logistics LP (natural resources logistics, 2015-2018) and a member of the Board of High Point Resources (exploration and production, 2005-2020).

 + 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 Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

Mr. Lynch also serves as a Member of the Advisory Board of other Fidelity® funds. Mr. Lynch is Vice Chairman and a Director of Fidelity Management & Research Company LLC (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served as Vice Chairman and a Director of FMR Co., Inc. (investment adviser firm) and on the Special Olympics International Board of Directors (1997-2006).

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as an officer of other funds. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

William C. Coffey (1969)

Year of Election or Appointment: 2019

Assistant Secretary

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Secretary and CLO of certain funds (2018-2019); CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2018-2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2018-2019); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2018-2019); and Assistant Secretary of certain funds (2009-2018).

Timothy M. Cohen (1969)

Year of Election or Appointment: 2018

Vice President

Mr. Cohen also serves as Vice President of other funds. Mr. Cohen serves as Co-Head of Equity (2018-present), a Director of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2016-present), and is an employee of Fidelity Investments. Previously, Mr. Cohen served as Executive Vice President of Fidelity SelectCo, LLC (2019), Head of Global Equity Research (2016-2018), Chief Investment Officer - Equity and a Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2013-2015) and as a Director of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2017).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as an officer of other funds. Mr. Davis serves as Assistant Treasurer of FIMM, LLC (2021-present), FMR Capital, Inc. (2017-present), FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-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 serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Colm A. Hogan (1973)

Year of Election or Appointment: 2020

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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). 

Pamela R. Holding (1964)

Year of Election or Appointment: 2018

Vice President

Ms. Holding also serves as Vice President of other funds. Ms. Holding serves as Co-Head of Equity (2018-present) and is an employee of Fidelity Investments (2013-present). Previously, Ms. Holding served as Executive Vice President of Fidelity SelectCo, LLC (2019) and as Chief Investment Officer of Fidelity Institutional Asset Management (2013-2018).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2019

Secretary and Chief Legal Officer (CLO)

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); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present); Secretary of FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-present); and Assistant Secretary of FIMM, LLC (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: 2020

Deputy Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Jason P. Pogorelec (1975)

Year of Election or Appointment: 2020

Chief Compliance Officer

Mr. Pogorelec also serves as Chief Compliance Officer of other funds. Mr. Pogorelec is a senior Vice President of Asset Management Compliance for Fidelity Investments and is an employee of Fidelity Investments (2006-present). Previously, Mr. Pogorelec served as Vice President, Associate General Counsel for Fidelity Investments (2010-2020) and Assistant Secretary of certain Fidelity funds (2015-2020).

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: 2016

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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.

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as an officer of other funds. Mr. Wegmann serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2011-present). Previously, Mr. Wegmann served as Assistant Treasurer of certain Fidelity® funds (2019-2021).

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 (July 1, 2021 to December 31, 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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2021 
Ending
Account Value
December 31, 2021 
Expenses Paid
During Period-B
July 1, 2021
to December 31, 2021 
VIP Dynamic Capital Appreciation Portfolio     
Initial Class .65%    
Actual  $1,000.00 $1,092.70 $3.43 
Hypothetical-C  $1,000.00 $1,021.93 $3.31 
Service Class .75%    
Actual  $1,000.00 $1,092.00 $3.95 
Hypothetical-C  $1,000.00 $1,021.42 $3.82 
Service Class 2 .90%    
Actual  $1,000.00 $1,091.40 $4.74 
Hypothetical-C  $1,000.00 $1,020.67 $4.58 
Investor Class .73%    
Actual  $1,000.00 $1,092.30 $3.85 
Hypothetical-C  $1,000.00 $1,021.53 $3.72 

 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 184/ 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 VIP Dynamic Capital Appreciation Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

 Pay Date Record Date Capital Gains 
VIP Dynamic Capital Appreciation Portfolio    
Initial Class 02/04/22 02/04/22 $2.052 
Service Class 02/04/22 02/04/22 $2.052 
Service Class 2 02/04/22 02/04/22 $2.052 
Investor Class 02/04/22 02/04/22 $2.052 

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2021, $25,878,909, or, if subsequently determined to be different, the net capital gain of such year.

Initial Class designates 93% and 32%; Service Class designates 100% and 33%; Service Class 2 designates 100% and 35%; and Investor Class designates 100% and 33%; of the dividends distributed in February and December, respectively during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.





Fidelity Investments

VIPDCA-ANN-0322
1.751799.121




Fidelity® Variable Insurance Products:

Balanced Portfolio



Annual Report

December 31, 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


To view a fund's proxy voting guidelines and 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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Fidelity® Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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. © 2022 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 COVID-19 emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and corporate earnings. On March 11, 2020, the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread. The pandemic prompted a number of measures to limit the spread of COVID-19, 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. To help stem the turmoil, the U.S. government took unprecedented action – in concert with the U.S. Federal Reserve and central banks around the world – to help support consumers, businesses, and the broader economy, and to limit disruption to the financial system.

In general, the overall impact of the pandemic lessened in 2021, amid a resilient economy and widespread distribution of three COVID-19 vaccines granted emergency use authorization from the U.S. Food and Drug Administration (FDA) early in the year. Still, the situation remains dynamic, and the extent and duration of its influence on financial markets and the economy is highly uncertain, due in part to a recent spike in cases based on highly contagious variants of the coronavirus.

Extreme events such as the COVID-19 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 continue to take extra steps to be responsive to customer needs. We encourage you to visit us online, 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. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended December 31, 2021 Past 1 year Past 5 years Past 10 years 
Initial Class 18.26% 14.98% 12.65% 
Service Class 18.13% 14.86% 12.53% 
Service Class 2 17.99% 14.69% 12.37% 
Investor Class 18.17% 14.89% 12.57% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Balanced Portfolio - Initial Class on December 31, 2011.

The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.


Period Ending Values

$32,917VIP Balanced Portfolio - Initial Class

$46,257S&P 500® Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 28.71% in 2021, with U.S. equities rising on improving economic growth, strong corporate earnings, widespread COVID-19 vaccination, and accommodative fiscal and monetary stimulus. These factors helped the index rise 11.84% through April. Investors also gained optimism by the U.S. Federal Reserve’s pledge to hold short-term interest rates near zero until the economy recovered, and the federal government’s deployment of trillions of dollars to boost the economy. A flattish May reflected concerns about inflation and jobs, but the rally resumed through August amid strong earnings. In September, the index returned -4.65%, as sentiment turned broadly negative due to a host of factors, including inflationary pressure from surging commodity prices, rising bond yields, supply constraints and disruption, the fast-spreading delta variant of the coronavirus, and the Fed’s signal that it could soon begin to taper its pandemic-era bond purchases. In the fourth quarter, the index gained 11.03%, driven by strong earnings growth amid an ongoing mid-cycle economic expansion, despite the emergence of a new, more-highly transmissible variant, omicron, and rising inflation, which breached a 40-year high. Turning to fixed income, U.S. taxable investment-grade bonds posted a decline for the 12 months, hampered by higher interest rates. The Bloomberg U.S. Aggregate Bond Index returned -1.54%. Outside the index, U.S. corporate high-yield bonds gained roughly 5% and Treasury Inflation-Protected Securities rose 6%.

Comments from Co-Managers Robert Stansky and Ashley Fernandes:  For the year ending December 31, 2021, the fund's share classes gained roughly 18%, topping the 15.86% advance of the Fidelity Balanced 60/40 Composite IndexSM, but trailing the broad-based S&P 500® index. Given the much better showing by equities this past year, the fund benefited considerably from underweighting bonds and overweighting stocks versus the Composite index, while to a lesser extent security selection in the bond subportfolio also helped. The primary drag on relative performance was subpar investment choices in the equity sleeve. The fund’s equity investments rose 27.07%, trailing the S&P 500®. Security selection in industrials weighed on relative performance the most, by far. Positioning among information technology and consumer discretionary stocks also detracted. Among individual holdings, the subportfolio’s largest relative detractor, by a wide margin, was an out-of-index position in Sunrun (-50%). Allison Transmission Holdings (-14%) was another non-index holding that weighed on the subportfolio’s relative result. Conversely, investment choices in materials and communication services notably contributed to relative performance during the year. An out-of-index stake in Jabil (+66%) contributed on a relative basis more than any other individual holding. In a challenging year for fixed-income investments, the investment-grade bond central fund returned -0.28%, topping the Bloomberg U.S. Aggregate Bond Index. Security selection contributed to the bond subportfolio’s performance versus the Bloomberg index. From a sector standpoint, overweighting the bonds of financial firms and underweighting mortgage-backed securities proved timely. Yield-curve positioning within the central fund was roughly neutral in 2021.

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.

Note to shareholders:  After more than 17 years with Fidelity, Brian Lempel retired from the company on January 18, 2022, at which time Matt Drukker, Pri Bakshi and Ali Khan were appointed co-managers of the fund. Pri and Ali assumed responsibility for the information technology sleeve, while Matt took the reins on the communication services sleeve.

Investment Summary (Unaudited)

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of the investments of Fidelity's Fixed-Income Central Funds.

Top Five Stocks as of December 31, 2021

 % of fund's net assets 
Microsoft Corp. 4.9 
Apple, Inc. 4.2 
Amazon.com, Inc. 2.6 
Alphabet, Inc. Class A 1.7 
Alphabet, Inc. Class C 1.6 
 15.0 

Top Five Bond Issuers as of December 31, 2021

(with maturities greater than one year) % of fund's net assets 
U.S. Treasury Obligations 10.5 
Fannie Mae 1.2 
Ginnie Mae 1.2 
Uniform Mortgage Backed Securities 1.0 
Freddie Mac 0.8 
 14.7 

Top Five Market Sectors as of December 31, 2021

 % of fund's net assets 
Information Technology 18.9 
Financials 11.8 
Health Care 9.6 
Consumer Discretionary 9.1 
Communication Services 7.9 

Asset Allocation (% of fund's net assets)

As of December 31, 2021* 
   Stocks and Equity Futures 71.8% 
   Bonds 26.6% 
   Short-Term Investments and Net Other Assets (Liabilities) 1.5% 
   Other Investments 0.1% 


 * Foreign investments - 9.1%

An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or institutional.fidelity.com, as applicable.

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

Percentages are adjusted for the effect of futures contracts and swaps, if applicable.

Schedule of Investments December 31, 2021

Showing Percentage of Net Assets

Common Stocks - 70.5%   
 Shares Value 
COMMUNICATION SERVICES - 7.1%   
Diversified Telecommunication Services - 0.2%   
AT&T, Inc. 434,126 $10,679,500 
Entertainment - 1.0%   
Activision Blizzard, Inc. 168,385 11,202,654 
Netflix, Inc. (a) 55,859 33,651,696 
Sea Ltd. ADR (a) 5,100 1,140,921 
The Walt Disney Co. (a) 186,999 28,964,275 
  74,959,546 
Interactive Media & Services - 5.2%   
Alphabet, Inc.:   
Class A (a) 43,110 124,891,394 
Class C (a) 40,723 117,835,666 
Meta Platforms, Inc. Class A (a) 349,575 117,579,551 
Snap, Inc. Class A (a) 91,419 4,299,436 
Tongdao Liepin Group (a) 1,711,598 4,157,417 
Twitter, Inc. (a) 97,267 4,203,880 
Vimeo, Inc. (a) 4,511 81,018 
Z Holdings Corp. 205,000 1,189,403 
Zoominfo Technologies, Inc. (a) 157,308 10,099,174 
  384,336,939 
Media - 0.3%   
Comcast Corp. Class A 379,597 19,105,117 
Liberty Media Corp. Liberty Media Class A (a) 21,800 1,293,612 
ViacomCBS, Inc. Class B 40,599 1,225,278 
  21,624,007 
Wireless Telecommunication Services - 0.4%   
T-Mobile U.S., Inc. (a) 278,824 32,338,008 
TOTAL COMMUNICATION SERVICES  523,938,000 
CONSUMER DISCRETIONARY - 8.9%   
Auto Components - 0.1%   
Adient PLC (a) 108,000 5,171,040 
Automobiles - 1.2%   
Ferrari NV 20,100 5,202,282 
Tesla, Inc. (a) 76,100 80,420,958 
  85,623,240 
Distributors - 0.1%   
LKQ Corp. 186,400 11,189,592 
Hotels, Restaurants & Leisure - 1.4%   
Airbnb, Inc. Class A 31,428 5,232,448 
Booking Holdings, Inc. (a) 9,400 22,552,762 
Caesars Entertainment, Inc. (a) 79,000 7,388,870 
Churchill Downs, Inc. 43,100 10,382,790 
Compass Group PLC 429,300 9,665,127 
Las Vegas Sands Corp. (a) 175,200 6,594,528 
MakeMyTrip Ltd. (a) 46,360 1,284,636 
Marriott International, Inc. Class A (a) 140,500 23,216,220 
McDonald's Corp. 54,100 14,502,587 
Sweetgreen, Inc. Class A (b) 7,300 233,600 
  101,053,568 
Household Durables - 0.6%   
GoPro, Inc. Class A (a) 493,400 5,086,954 
Leggett & Platt, Inc. 138,000 5,680,080 
Lennar Corp. Class A 160,200 18,608,832 
Mohawk Industries, Inc. (a) 30,500 5,556,490 
Tempur Sealy International, Inc. 134,100 6,306,723 
  41,239,079 
Internet & Direct Marketing Retail - 3.0%   
Amazon.com, Inc. (a) 58,460 194,925,516 
Cazoo Group Ltd. (c) 56,400 340,092 
Deliveroo PLC Class A (a)(d) 365,500 1,043,370 
eBay, Inc. 219,700 14,610,050 
Farfetch Ltd. Class A (a) 115,100 3,847,793 
Global-e Online Ltd. (a) 37,000 2,345,430 
Porch Group, Inc. Class A (a) 468,780 7,308,280 
  224,420,531 
Multiline Retail - 0.3%   
Dollar General Corp. 9,600 2,263,968 
Dollar Tree, Inc. (a) 108,400 15,232,368 
Nordstrom, Inc. (a) 154,400 3,492,528 
Ollie's Bargain Outlet Holdings, Inc. (a) 35,800 1,832,602 
  22,821,466 
Specialty Retail - 1.7%   
Auto1 Group SE (d) 170,577 3,770,020 
Burlington Stores, Inc. (a) 17,400 5,072,274 
Industria de Diseno Textil SA 299,200 9,649,214 
Lowe's Companies, Inc. 204,200 52,781,616 
The Home Depot, Inc. 79,808 33,121,118 
TJX Companies, Inc. 279,580 21,225,714 
Ulta Beauty, Inc. (a) 2,300 948,382 
  126,568,338 
Textiles, Apparel & Luxury Goods - 0.5%   
Capri Holdings Ltd. (a) 46,600 3,024,806 
LVMH Moet Hennessy Louis Vuitton SE 5,600 4,628,030 
NIKE, Inc. Class B 83,030 13,838,610 
PVH Corp. 50,400 5,375,160 
Tapestry, Inc. 287,100 11,656,260 
  38,522,866 
TOTAL CONSUMER DISCRETIONARY  656,609,720 
CONSUMER STAPLES - 4.4%   
Beverages - 1.5%   
Boston Beer Co., Inc. Class A (a) 3,300 1,666,830 
Constellation Brands, Inc. Class A (sub. vtg.) 64,000 16,062,080 
Duckhorn Portfolio, Inc. (a) 56,300 1,314,042 
Keurig Dr. Pepper, Inc. 127,917 4,715,021 
Monster Beverage Corp. (a) 136,326 13,092,749 
PepsiCo, Inc. 201,900 35,072,049 
Pernod Ricard SA 20,900 5,028,077 
The Coca-Cola Co. 599,500 35,496,395 
  112,447,243 
Food & Staples Retailing - 1.3%   
BJ's Wholesale Club Holdings, Inc. (a) 107,400 7,192,578 
Cake Box Holdings PLC 53,343 258,704 
Costco Wholesale Corp. 70,300 39,909,310 
Grocery Outlet Holding Corp. (a) 33,300 941,724 
Shop Apotheke Europe NV (a)(d) 6,900 887,787 
U.S. Foods Holding Corp. (a) 275,800 9,606,114 
Walgreens Boots Alliance, Inc. 127,000 6,624,320 
Walmart, Inc. 207,600 30,037,644 
Zur Rose Group AG (a) 4,930 1,270,624 
  96,728,805 
Food Products - 0.5%   
Bunge Ltd. 18,000 1,680,480 
Darling Ingredients, Inc. (a) 32,300 2,238,067 
Freshpet, Inc. (a) 10,300 981,281 
Hotel Chocolat Group Ltd. (a) 30,400 206,966 
Local Bounti Corp. (c) 165,565 1,067,894 
McCormick & Co., Inc. (non-vtg.) 60,600 5,854,566 
Mondelez International, Inc. 278,300 18,454,073 
Sovos Brands, Inc. (b) 42,000 632,100 
  31,115,427 
Household Products - 0.8%   
Procter & Gamble Co. 366,100 59,886,638 
Personal Products - 0.2%   
Estee Lauder Companies, Inc. Class A 37,500 13,882,500 
Olaplex Holdings, Inc. 19,100 556,383 
The Honest Co., Inc. 29,100 235,419 
  14,674,302 
Tobacco - 0.1%   
Altria Group, Inc. 162,600 7,705,614 
TOTAL CONSUMER STAPLES  322,558,029 
ENERGY - 2.2%   
Energy Equipment & Services - 0.2%   
Aspen Aerogels, Inc. (a) 10,400 517,816 
Baker Hughes Co. Class A 57,000 1,371,420 
Halliburton Co. 358,200 8,192,034 
Liberty Oilfield Services, Inc. Class A (a) 149,600 1,451,120 
Oceaneering International, Inc. (a) 132,090 1,493,938 
Schlumberger Ltd. 71,800 2,150,410 
Weatherford International PLC (a) 51,000 1,413,720 
  16,590,458 
Oil, Gas & Consumable Fuels - 2.0%   
Africa Oil Corp. (a) 1,686,254 2,386,177 
Antero Resources Corp. (a) 51,500 901,250 
Canadian Natural Resources Ltd. 324,800 13,724,305 
ConocoPhillips Co. 37,900 2,735,622 
CVR Energy, Inc. 37,900 637,099 
Exxon Mobil Corp. 848,400 51,913,596 
Genesis Energy LP 490,800 5,256,468 
Harbour Energy PLC (a) 390,950 1,886,743 
Hess Corp. 177,800 13,162,534 
Imperial Oil Ltd. 128,100 4,619,884 
Kosmos Energy Ltd. (a) 501,100 1,733,806 
MEG Energy Corp. (a) 1,200,500 11,103,878 
Murphy Oil Corp. 140,500 3,668,455 
Phillips 66 Co. 139,026 10,073,824 
Reliance Industries Ltd. 302,099 9,604,701 
Reliance Industries Ltd. sponsored GDR (d) 82,417 5,272,669 
Tourmaline Oil Corp. 160,800 5,191,566 
Valero Energy Corp. 73,300 5,505,563 
  149,378,140 
TOTAL ENERGY  165,968,598 
FINANCIALS - 7.6%   
Banks - 3.1%   
Bank of America Corp. 1,304,049 58,017,140 
Citizens Financial Group, Inc. 199,042 9,404,735 
Comerica, Inc. 60,237 5,240,619 
EFG Eurobank Ergasias SA (a) 3,758,896 3,808,167 
JPMorgan Chase & Co. 176,660 27,974,111 
M&T Bank Corp. 64,382 9,887,788 
Piraeus Financial Holdings SA (a) 846,179 1,240,746 
PNC Financial Services Group, Inc. 120,015 24,065,408 
Signature Bank 16,700 5,401,949 
Societe Generale Series A 170,697 5,866,640 
Standard Chartered PLC (United Kingdom) 393,549 2,393,088 
Starling Bank Ltd. Series D (a)(c)(e) 756,521 1,325,400 
SVB Financial Group (a) 13,840 9,386,842 
UniCredit SpA 282,030 4,335,184 
Wells Fargo & Co. 1,306,687 62,694,842 
  231,042,659 
Capital Markets - 2.0%   
Bank of New York Mellon Corp. 654,135 37,992,161 
BlackRock, Inc. Class A 26,158 23,949,218 
Cboe Global Markets, Inc. 43,866 5,720,126 
CME Group, Inc. 39,053 8,922,048 
Goldman Sachs Group, Inc. 24,013 9,186,173 
Intercontinental Exchange, Inc. 162,525 22,228,544 
Morgan Stanley 227,177 22,299,694 
State Street Corp. 114,267 10,626,831 
StepStone Group, Inc. Class A 114,120 4,743,968 
Virtu Financial, Inc. Class A 72,119 2,079,191 
  147,747,954 
Consumer Finance - 0.9%   
American Express Co. 143,383 23,457,459 
Capital One Financial Corp. 175,388 25,447,045 
OneMain Holdings, Inc. 273,929 13,707,407 
Shriram Transport Finance Co. Ltd. 102,862 1,680,625 
  64,292,536 
Diversified Financial Services - 0.4%   
Ant International Co. Ltd. Class C (a)(c)(e) 915,084 1,729,509 
Berkshire Hathaway, Inc.:   
Class A (a) 13 5,858,606 
Class B (a) 72,488 21,673,912 
Jumo World Ltd. (e) 176 1,322,768 
WeWork, Inc. (a) 122,600 1,054,360 
  31,639,155 
Insurance - 1.2%   
AIA Group Ltd. 126,600 1,277,755 
Arthur J. Gallagher & Co. 72,145 12,240,842 
Hartford Financial Services Group, Inc. 234,479 16,188,430 
Marsh & McLennan Companies, Inc. 99,935 17,370,702 
Prudential PLC (a) 68,435 1,183,437 
The Travelers Companies, Inc. 271,913 42,535,351 
  90,796,517 
TOTAL FINANCIALS  565,518,821 
HEALTH CARE - 9.2%   
Biotechnology - 0.8%   
Amgen, Inc. 69,478 15,630,466 
Argenx SE ADR (a) 15,700 5,497,983 
Blueprint Medicines Corp. (a) 21,589 2,312,398 
Horizon Therapeutics PLC (a) 157,800 17,004,528 
Regeneron Pharmaceuticals, Inc. (a) 28,600 18,061,472 
  58,506,847 
Health Care Equipment & Supplies - 2.7%   
Abbott Laboratories 382,266 53,800,117 
Boston Scientific Corp. (a) 672,280 28,558,454 
DexCom, Inc. (a) 23,800 12,779,410 
Envista Holdings Corp. (a) 235,000 10,589,100 
Intuitive Surgical, Inc. (a) 84,900 30,504,570 
ResMed, Inc. 32,155 8,375,734 
Siemens Healthineers AG (d) 209,253 15,601,740 
Stryker Corp. 143,271 38,313,531 
  198,522,656 
Health Care Providers & Services - 2.5%   
AmerisourceBergen Corp. 152,080 20,209,911 
Guardant Health, Inc. (a) 15,229 1,523,205 
HCA Holdings, Inc. 98,000 25,178,160 
Humana, Inc. 49,009 22,733,315 
Option Care Health, Inc. (a) 347,600 9,885,744 
Surgery Partners, Inc. (a) 349,674 18,676,088 
Synlab AG (a) 120,000 3,218,353 
UnitedHealth Group, Inc. 169,807 85,266,887 
  186,691,663 
Health Care Technology - 0.0%   
Health Catalyst, Inc. (a) 126,500 5,011,930 
Life Sciences Tools & Services - 1.0%   
Avantor, Inc. (a) 211,144 8,897,608 
Thermo Fisher Scientific, Inc. 98,124 65,472,258 
  74,369,866 
Pharmaceuticals - 2.2%   
AstraZeneca PLC sponsored ADR 130,600 7,607,450 
Bristol-Myers Squibb Co. 605,760 37,769,136 
Eli Lilly & Co. 152,471 42,115,540 
Roche Holding AG (participation certificate) 35,469 14,714,714 
Royalty Pharma PLC 376,535 15,004,920 
UCB SA 102,024 11,643,596 
Zoetis, Inc. Class A 138,029 33,683,217 
  162,538,573 
TOTAL HEALTH CARE  685,641,535 
INDUSTRIALS - 6.9%   
Aerospace & Defense - 2.2%   
General Dynamics Corp. 118,016 24,602,796 
Lockheed Martin Corp. 75,500 26,833,455 
Northrop Grumman Corp. 70,800 27,404,556 
Raytheon Technologies Corp. 414,300 35,654,658 
Space Exploration Technologies Corp. Class A (a)(c)(e) 1,700 952,000 
The Boeing Co. (a) 233,868 47,082,306 
  162,529,771 
Air Freight & Logistics - 0.4%   
FedEx Corp. 62,219 16,092,322 
United Parcel Service, Inc. Class B 58,600 12,560,324 
  28,652,646 
Building Products - 0.0%   
Jeld-Wen Holding, Inc. (a) 78,824 2,077,801 
Commercial Services & Supplies - 0.1%   
CoreCivic, Inc. (a) 486,700 4,852,399 
Construction & Engineering - 0.2%   
AECOM 217,017 16,786,265 
API Group Corp. (a) 100,400 2,587,308 
  19,373,573 
Electrical Equipment - 0.9%   
Array Technologies, Inc. (a) 444,966 6,981,517 
ESS Tech, Inc. Class A (a) 80,820 924,581 
Fluence Energy, Inc. 74,300 2,642,108 
FTC Solar, Inc. (a) 135,700 1,025,892 
Sensata Technologies, Inc. PLC (a) 424,935 26,214,240 
Shoals Technologies Group, Inc. (b) 94,150 2,287,845 
Sunrun, Inc. (a) 723,640 24,820,852 
  64,897,035 
Industrial Conglomerates - 0.7%   
3M Co. 42,668 7,579,117 
General Electric Co. 292,029 27,587,980 
Hitachi Ltd. 216,300 11,714,761 
Honeywell International, Inc. 27,400 5,713,174 
  52,595,032 
Machinery - 0.6%   
Allison Transmission Holdings, Inc. 539,459 19,609,335 
Caterpillar, Inc. 104,547 21,614,047 
Flowserve Corp. 60,721 1,858,063 
  43,081,445 
Marine - 0.2%   
Genco Shipping & Trading Ltd. 200,100 3,201,600 
Golden Ocean Group Ltd. 184,400 1,714,920 
Star Bulk Carriers Corp. 498,456 11,299,998 
  16,216,518 
Professional Services - 0.9%   
Clarivate Analytics PLC (a) 904,600 21,276,192 
Dun & Bradstreet Holdings, Inc. (a) 239,108 4,899,323 
Equifax, Inc. 10,200 2,986,458 
Nielsen Holdings PLC 1,871,831 38,391,254 
Otonomo Technologies Ltd. (a) 105,387 431,033 
Renrui Human Resources Technology Holdings Ltd. 96,400 100,139 
  68,084,399 
Road & Rail - 0.7%   
CSX Corp. 63,900 2,402,640 
Lyft, Inc. (a) 192,463 8,223,944 
Norfolk Southern Corp. 64,246 19,126,677 
Uber Technologies, Inc. (a) 390,737 16,383,602 
Union Pacific Corp. 21,549 5,428,840 
  51,565,703 
TOTAL INDUSTRIALS  513,926,322 
INFORMATION TECHNOLOGY - 18.5%   
Electronic Equipment & Components - 1.4%   
Flex Ltd. (a) 1,503,426 27,557,799 
Insight Enterprises, Inc. (a) 40,438 4,310,691 
Jabil, Inc. 1,022,800 71,953,980 
  103,822,470 
IT Services - 2.2%   
Cloudflare, Inc. (a) 5,800 762,700 
Cognizant Technology Solutions Corp. Class A 100,800 8,942,976 
Fidelity National Information Services, Inc. 32,100 3,503,715 
Global Payments, Inc. 29,229 3,951,176 
MasterCard, Inc. Class A 127,800 45,921,096 
MongoDB, Inc. Class A (a) 19,600 10,375,260 
Nuvei Corp. (d) 13,800 896,724 
Payoneer Global, Inc. (a) 97,100 713,685 
PayPal Holdings, Inc. (a) 126,900 23,930,802 
Shift4 Payments, Inc. (a)(b) 13,900 805,227 
Snowflake Computing, Inc. (a) 2,200 745,250 
TaskUs, Inc. 31,050 1,675,458 
Thoughtworks Holding, Inc. 168,395 4,288,936 
Twilio, Inc. Class A (a) 23,700 6,241,158 
Visa, Inc. Class A 210,932 45,711,074 
Wix.com Ltd. (a) 6,500 1,025,635 
  159,490,872 
Semiconductors & Semiconductor Equipment - 3.1%   
Advanced Micro Devices, Inc. (a) 3,600 518,040 
Applied Materials, Inc. 97,200 15,295,392 
indie Semiconductor, Inc. (a)(b) 79,700 955,603 
Lam Research Corp. 8,700 6,256,605 
Marvell Technology, Inc. 122,672 10,732,573 
Microchip Technology, Inc. 250,600 21,817,236 
Micron Technology, Inc. 136,500 12,714,975 
NVIDIA Corp. 324,800 95,526,928 
NXP Semiconductors NV 92,312 21,026,827 
ON Semiconductor Corp. (a) 358,112 24,322,967 
Renesas Electronics Corp. (a) 357,700 4,424,994 
Semtech Corp. (a) 28,400 2,525,612 
Teradyne, Inc. 19,900 3,254,247 
Xilinx, Inc. 33,600 7,124,208 
  226,496,207 
Software - 7.5%   
Adobe, Inc. (a) 61,400 34,817,484 
Anaplan, Inc. (a) 55,300 2,535,505 
Avalara, Inc. (a) 7,600 981,236 
AvidXchange Holdings, Inc. 45,600 686,736 
CCC Intelligent Solutions Holdings, Inc. (c) 36,613 417,022 
Cognyte Software Ltd. (a) 304,048 4,764,432 
Confluent, Inc. 137,200 10,460,128 
Coupa Software, Inc. (a) 6,300 995,715 
Cvent Holding Corp. (c) 117,171 909,423 
Ebix, Inc. (b) 18,300 556,320 
Elastic NV (a) 32,800 4,037,352 
Epic Games, Inc. (a)(c)(e) 1,812 1,646,782 
Everbridge, Inc. (a) 29,300 1,972,769 
GitLab, Inc. 32,600 2,836,200 
HashiCorp, Inc. (b) 23,400 2,130,336 
HubSpot, Inc. (a) 1,000 659,150 
Intuit, Inc. 25,700 16,530,754 
Lightspeed Commerce, Inc. (a) 43,400 1,754,662 
LivePerson, Inc. (a) 110,700 3,954,204 
Mandiant, Inc. (a) 83,000 1,455,820 
Microsoft Corp. 1,085,800 365,176,246 
Momentive Global, Inc. (a) 620,022 13,113,465 
Qualtrics International, Inc. 117,800 4,170,120 
Rimini Street, Inc. (a) 437,248 2,610,371 
Salesforce.com, Inc. (a) 179,500 45,616,335 
Samsara, Inc. (b) 103,800 2,917,818 
ServiceNow, Inc. (a) 14,400 9,347,184 
Stripe, Inc. Class B (a)(c)(e) 19,953 834,434 
Telos Corp. (a) 84,200 1,298,364 
UiPath, Inc. Class A (a) 58,200 2,510,166 
Workday, Inc. Class A (a) 42,600 11,637,468 
Yext, Inc. (a) 465,654 4,619,288 
  557,953,289 
Technology Hardware, Storage & Peripherals - 4.3%   
Apple, Inc. 1,763,864 313,209,330 
HP, Inc. 147,500 5,556,325 
Western Digital Corp. (a) 46,300 3,019,223 
  321,784,878 
TOTAL INFORMATION TECHNOLOGY  1,369,547,716 
MATERIALS - 1.9%   
Chemicals - 1.1%   
Air Products & Chemicals, Inc. 28,773 8,754,473 
Albemarle Corp. U.S. 24,000 5,610,480 
CF Industries Holdings, Inc. 125,000 8,847,500 
DuPont de Nemours, Inc. 69,700 5,630,366 
Ecolab, Inc. 26,586 6,236,810 
International Flavors & Fragrances, Inc. 33,027 4,975,518 
Linde PLC 42,980 14,889,561 
LyondellBasell Industries NV Class A 29,100 2,683,893 
Olin Corp. 229,400 13,195,088 
Sherwin-Williams Co. 16,171 5,694,779 
Valvoline, Inc. 179,800 6,704,742 
  83,223,210 
Construction Materials - 0.3%   
Martin Marietta Materials, Inc. 17,834 7,856,234 
Summit Materials, Inc. (a) 156,245 6,271,674 
Vulcan Materials Co. 30,700 6,372,706 
  20,500,614 
Containers & Packaging - 0.1%   
Crown Holdings, Inc. 63,900 7,068,618 
Metals & Mining - 0.4%   
First Quantum Minerals Ltd. 333,800 7,987,767 
Freeport-McMoRan, Inc. 354,331 14,786,233 
Newmont Corp. 88,303 5,476,552 
Reliance Steel & Aluminum Co. 21,568 3,498,761 
  31,749,313 
TOTAL MATERIALS  142,541,755 
REAL ESTATE - 2.1%   
Equity Real Estate Investment Trusts (REITs) - 1.9%   
Alexandria Real Estate Equities, Inc. 32,700 7,290,792 
American Tower Corp. 83,700 24,482,250 
Corporate Office Properties Trust (SBI) 48,800 1,364,936 
Crown Castle International Corp. 46,000 9,602,040 
CubeSmart 144,400 8,217,804 
Douglas Emmett, Inc. 45,300 1,517,550 
Equity Lifestyle Properties, Inc. 99,500 8,722,170 
Invitation Homes, Inc. 203,400 9,222,156 
Kilroy Realty Corp. 34,700 2,306,162 
LXP Industrial Trust (REIT) 311,100 4,859,382 
Mid-America Apartment Communities, Inc. 56,500 12,963,360 
Prologis (REIT), Inc. 115,800 19,496,088 
Simon Property Group, Inc. 26,700 4,265,859 
The GEO Group, Inc. 562,300 4,357,825 
Ventas, Inc. 75,400 3,854,448 
VICI Properties, Inc. 54,900 1,653,039 
Welltower, Inc. 155,656 13,350,615 
Weyerhaeuser Co. 46,500 1,914,870 
  139,441,346 
Real Estate Management & Development - 0.2%   
Cushman & Wakefield PLC (a) 427,100 9,498,704 
Jones Lang LaSalle, Inc. (a) 13,200 3,555,288 
  13,053,992 
TOTAL REAL ESTATE  152,495,338 
UTILITIES - 1.7%   
Electric Utilities - 1.2%   
Edison International 131,800 8,995,350 
Entergy Corp. 30,578 3,444,612 
Evergy, Inc. 95,025 6,519,665 
Exelon Corp. 266,635 15,400,838 
FirstEnergy Corp. 198,600 8,259,774 
NextEra Energy, Inc. 278,404 25,991,797 
PG&E Corp. (a) 620,619 7,534,315 
Southern Co. 185,200 12,701,016 
  88,847,367 
Independent Power and Renewable Electricity Producers - 0.1%   
Sunnova Energy International, Inc. (a) 39,700 1,108,424 
The AES Corp. 260,400 6,327,720 
  7,436,144 
Multi-Utilities - 0.4%   
CenterPoint Energy, Inc. 209,083 5,835,507 
Dominion Energy, Inc. 116,678 9,166,224 
NiSource, Inc. 143,500 3,962,035 
Public Service Enterprise Group, Inc. 64,200 4,284,066 
Sempra Energy 69,198 9,153,511 
  32,401,343 
TOTAL UTILITIES  128,684,854 
TOTAL COMMON STOCKS   
(Cost $3,156,218,595)  5,227,430,688 
Preferred Stocks - 0.3%   
Convertible Preferred Stocks - 0.2%   
CONSUMER DISCRETIONARY - 0.0%   
Textiles, Apparel & Luxury Goods - 0.0%   
Algolia SAS Series D (c)(e) 28,064 820,733 
INDUSTRIALS - 0.1%   
Aerospace & Defense - 0.1%   
ABL Space Systems:   
Series B (c)(e) 17,763 1,207,815 
Series B2 (c)(e) 8,188 556,752 
  1,764,567 
Construction & Engineering - 0.0%   
Beta Technologies, Inc. Series A (c)(e) 7,264 532,233 
TOTAL INDUSTRIALS  2,296,800 
INFORMATION TECHNOLOGY - 0.1%   
Communications Equipment - 0.0%   
Astranis Space Technologies Corp. Series C (c)(e) 60,816 1,550,808 
Xsight Labs Ltd. Series D (c)(e) 65,770 656,385 
  2,207,193 
IT Services - 0.0%   
ByteDance Ltd. Series E1 (a)(c)(e) 21,701 2,690,924 
Semiconductors & Semiconductor Equipment - 0.0%   
Astera Labs, Inc. Series C (c)(e) 155,858 629,666 
GaN Systems, Inc.:   
Series F1 (c)(e) 14,731 124,919 
Series F2 (c)(e) 7,778 65,957 
  820,542 
Software - 0.1%   
Databricks, Inc.:   
Series G (c)(e) 1,487 327,813 
Series H (c)(e) 6,214 1,369,891 
Skyryse, Inc. Series B (c)(e) 50,000 1,233,999 
Stripe, Inc. Series H (c)(e) 6,600 276,012 
  3,207,715 
TOTAL INFORMATION TECHNOLOGY  8,926,374 
TOTAL CONVERTIBLE PREFERRED STOCKS  12,043,907 
Nonconvertible Preferred Stocks - 0.1%   
CONSUMER DISCRETIONARY - 0.1%   
Automobiles - 0.1%   
Porsche Automobil Holding SE (Germany) 57,900 5,466,503 
INFORMATION TECHNOLOGY - 0.0%   
IT Services - 0.0%   
Checkr, Inc. Series E (e) 29,109 1,571,886 
Gupshup, Inc. (c)(e) 59,838 1,368,208 
  2,940,094 
TOTAL NONCONVERTIBLE PREFERRED STOCKS  8,406,597 
TOTAL PREFERRED STOCKS   
(Cost $17,561,910)  20,450,504 
 Principal Amount Value 
U.S. Treasury Obligations - 0.1%   
U.S. Treasury Bills, yield at date of purchase 0.04% to 0.05% 1/20/22 to 3/17/22 (f)   
(Cost $3,539,717) 3,540,000 3,539,671 
Preferred Securities - 0.0%   
CONSUMER DISCRETIONARY - 0.0%   
Internet & Direct Marketing Retail - 0.0%   
Circle Internet Financial Ltd. 0% (c)(g) $1,104,800 $1,299,326 
INFORMATION TECHNOLOGY - 0.0%   
Semiconductors & Semiconductor Equipment - 0.0%   
GaN Systems, Inc. 0% (c)(e)(g) 345,272 345,272 
TOTAL PREFERRED SECURITIES   
(Cost $1,450,072)  1,644,598 
 Shares Value 
Fixed-Income Funds - 27.6%   
Fidelity VIP Investment Grade Central Fund (h)   
(Cost $2,009,056,671) 18,746,318 2,046,910,415 
Money Market Funds - 1.6%   
Fidelity Cash Central Fund 0.08% (i) 115,579,724 115,602,840 
Fidelity Securities Lending Cash Central Fund 0.08% (i)(j) 5,110,262 5,110,773 
TOTAL MONEY MARKET FUNDS   
(Cost $120,713,104)  120,713,613 
TOTAL INVESTMENT IN SECURITIES - 100.1%   
(Cost $5,308,540,069)  7,420,689,489 
NET OTHER ASSETS (LIABILITIES) - (0.1)%  (6,463,008) 
NET ASSETS - 100%  $7,414,226,481 

Futures Contracts      
 Number of contracts Expiration Date Notional Amount Value Unrealized Appreciation/(Depreciation) 
Purchased      
Equity Index Contracts      
CME E-mini S&P 500 Index Contracts (United States) 317 March 2022 $75,422,225 $764,150 $764,150 

The notional amount of futures purchased as a percentage of Net Assets is 1.0%

Legend

 (a) Non-income producing

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

 (c) 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 $24,279,269 or 0.3% of net assets.

 (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 $27,472,310 or 0.4% of net assets.

 (e) Level 3 security

 (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 $3,539,671.

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

 (h) Affiliated fund that is generally available only to investment companies and other accounts managed by Fidelity Investments. A complete unaudited schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-PORT and is available upon request or at the SEC's website at www.sec.gov. An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or institutional.fidelity.com, as applicable. 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.

 (i) 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.

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

Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
ABL Space Systems Series B 3/24/21 $799,967 
ABL Space Systems Series B2 10/22/21 $556,752 
Algolia SAS Series D 7/23/21 $820,733 
Ant International Co. Ltd. Class C 5/16/18 $3,487,731 
Astera Labs, Inc. Series C 8/24/21 $523,963 
Astranis Space Technologies Corp. Series C 3/19/21 $1,333,143 
Beta Technologies, Inc. Series A 4/9/21 $532,233 
ByteDance Ltd. Series E1 11/18/20 $2,377,869 
Cazoo Group Ltd. 3/28/21 $564,000 
CCC Intelligent Solutions Holdings, Inc. 2/2/21 $366,130 
Circle Internet Financial Ltd. 0% 5/11/21 $1,104,800 
Cvent Holding Corp. 7/23/21 $1,171,710 
Databricks, Inc. Series G 2/1/21 $263,746 
Databricks, Inc. Series H 8/31/21 $1,369,891 
Epic Games, Inc. 3/29/21 $1,603,620 
GaN Systems, Inc. Series F1 11/30/21 $124,919 
GaN Systems, Inc. Series F2 11/30/21 $65,957 
GaN Systems, Inc. 0% 11/30/21 $345,272 
Gupshup, Inc. 6/8/21 $1,368,208 
Local Bounti Corp. 6/17/21 - 11/4/21 $1,655,650 
Skyryse, Inc. Series B 10/21/21 $1,233,999 
Space Exploration Technologies Corp. Class A 2/16/21 $713,983 
Starling Bank Ltd. Series D 6/18/21 $1,352,573 
Stripe, Inc. Class B 5/18/21 $800,682 
Stripe, Inc. Series H 3/15/21 $264,825 
Xsight Labs Ltd. Series D 2/16/21 $525,897 

Affiliated Central Funds

Fiscal year to date information regarding the Fund's investments in Fidelity Central Funds, including the ownership percentage, is presented below.

Fund Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain/Loss Change in Unrealized appreciation (depreciation) Value, end of period % ownership, end of period 
Fidelity Cash Central Fund 0.08% $111,643,553 $1,164,131,064 $1,160,171,240 $80,544 $(537) $-- $115,602,840 0.2% 
Fidelity High Income Central Fund 57,944,325 -- 58,067,213 91,843 9,408,236 (9,285,348) -- 0.0% 
Fidelity Securities Lending Cash Central Fund 0.08% 10,070,364 153,927,273  158,886,864  70,356 -- -- 5,110,773 0.0% 
Fidelity VIP Investment Grade Central Fund 1,724,676,019 414,300,890 -- 89,468,752 -- (92,066,494) 2,046,910,415 85.1% 
Total $1,904,334,261 $1,732,359,227 $1,377,125,317 $89,711,495  $9,407,699 $(101,351,842) $2,167,624,028  

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.

Investment Valuation

The following is a summary of the inputs used, as of December 31, 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 $523,938,000 $523,938,000 $-- $-- 
Consumer Discretionary 662,896,956 627,853,959 34,222,264 820,733 
Consumer Staples 322,558,029 314,905,871 7,652,158 -- 
Energy 165,968,598 158,809,186 7,159,412 -- 
Financials 565,518,821 541,036,127 20,105,017 4,377,677 
Health Care 685,641,535 640,463,132 45,178,403 -- 
Industrials 516,223,122 512,974,322 -- 3,248,800 
Information Technology 1,381,414,184 1,361,868,141 5,198,359 14,347,684 
Materials 142,541,755 142,541,755 -- -- 
Real Estate 152,495,338 152,495,338 -- -- 
Utilities 128,684,854 128,684,854 -- -- 
U.S. Government and Government Agency Obligations 3,539,671 -- 3,539,671 -- 
Preferred Securities 1,644,598 -- 1,299,326 345,272 
Fixed-Income Funds 2,046,910,415 2,046,910,415 -- -- 
Money Market Funds 120,713,613 120,713,613 -- -- 
Total Investments in Securities: $7,420,689,489 $7,273,194,713 $124,354,610 $23,140,166 
Derivative Instruments:     
Assets     
Futures Contracts $764,150 $764,150 $-- $-- 
Total Assets $764,150 $764,150 $-- $-- 
Total Derivative Instruments: $764,150 $764,150 $-- $-- 
Net unrealized depreciation on unfunded commitments $(4,439) $(4,439) 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of December 31, 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) $764,150 $0 
Total Equity Risk 764,150 
Total Value of Derivatives $764,150 $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

The composition of credit quality ratings as a percentage of Total Net Assets (Unaudited) is as follows. The information in the following tables is based on the combined investments of the Fund and its pro-rata share of the investments of Fidelity's Fixed-Income Central Funds.

U.S. Government and U.S. Government Agency Obligations 14.7% 
AAA,AA,A 4.6% 
BBB 5.3% 
BB 1.7% 
0.0% 
Not Rated 0.4% 
Equities 70.8% 
Short-Term Investments and Net Other Assets 2.9% 
 100.0% 

We have used ratings from Moody's Investors Service, Inc. Where Moody's® ratings are not available, we have used S&P® ratings. All ratings are as of the date indicated and do not reflect subsequent changes.

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


Financial Statements

Statement of Assets and Liabilities

  December 31, 2021 
Assets   
Investment in securities, at value (including securities loaned of $5,058,359) — See accompanying schedule:
Unaffiliated issuers (cost $3,178,770,294) 
$5,253,065,461  
Fidelity Central Funds (cost $2,129,769,775) 2,167,624,028  
Total Investment in Securities (cost $5,308,540,069)  $7,420,689,489 
Cash  15,791 
Foreign currency held at value (cost $9,049)  9,049 
Receivable for investments sold  1,639,551 
Receivable for fund shares sold  1,623,369 
Dividends receivable  2,859,206 
Distributions receivable from Fidelity Central Funds  13,686 
Prepaid expenses  6,628 
Other receivables  20,609 
Total assets  7,426,877,378 
Liabilities   
Payable for investments purchased $2,467,465  
Unrealized depreciation on unfunded commitments 4,439  
Payable for fund shares redeemed 844,025  
Accrued management fee 2,269,366  
Transfer agent fee payable 671,713  
Distribution and service plan fees payable 527,635  
Payable for daily variation margin on futures contracts 223,243  
Other affiliated payables 121,703  
Other payables and accrued expenses 410,535  
Collateral on securities loaned 5,110,773  
Total liabilities  12,650,897 
Net Assets  $7,414,226,481 
Net Assets consist of:   
Paid in capital  $4,908,214,073 
Total accumulated earnings (loss)  2,506,012,408 
Net Assets  $7,414,226,481 
Net Asset Value and Maximum Offering Price   
Initial Class:   
Net Asset Value, offering price and redemption price per share ($332,976,061 ÷ 13,164,508 shares)  $25.29 
Service Class:   
Net Asset Value, offering price and redemption price per share ($41,038,676 ÷ 1,636,658 shares)  $25.07 
Service Class 2:   
Net Asset Value, offering price and redemption price per share ($2,562,198,768 ÷ 104,498,653 shares)  $24.52 
Investor Class:   
Net Asset Value, offering price and redemption price per share ($4,478,012,976 ÷ 178,855,129 shares)  $25.04 

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


Statement of Operations

  Year ended December 31, 2021 
Investment Income   
Dividends  $53,336,128 
Interest  
Income from Fidelity Central Funds (including $70,356 from security lending)  46,345,211 
Total income  99,681,344 
Expenses   
Management fee $25,376,491  
Transfer agent fees 7,393,185  
Distribution and service plan fees 5,783,749  
Accounting fees 1,438,961  
Custodian fees and expenses 113,854  
Independent trustees' fees and expenses 23,080  
Audit 83,923  
Legal 23,494  
Miscellaneous 30,036  
Total expenses before reductions 40,266,773  
Expense reductions (105,883)  
Total expenses after reductions  40,160,890 
Net investment income (loss)  59,520,454 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (net of foreign taxes of $706,280) 490,743,238  
Fidelity Central Funds 9,407,699  
Foreign currency transactions (50,105)  
Futures contracts 20,448,632  
Capital gain distributions from Fidelity Central Funds 43,366,284  
Total net realized gain (loss)  563,915,748 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers (net of decrease in deferred foreign taxes of $292,460) 588,624,145  
Fidelity Central Funds (101,351,842)  
Unfunded commitments (4,439)  
Assets and liabilities in foreign currencies (26,393)  
Futures contracts (700,513)  
Total change in net unrealized appreciation (depreciation)  486,540,958 
Net gain (loss)  1,050,456,706 
Net increase (decrease) in net assets resulting from operations  $1,109,977,160 

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


Statement of Changes in Net Assets

 Year ended December 31, 2021 Year ended December 31, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $59,520,454 $67,205,569 
Net realized gain (loss) 563,915,748 333,588,513 
Change in net unrealized appreciation (depreciation) 486,540,958 669,132,914 
Net increase (decrease) in net assets resulting from operations 1,109,977,160 1,069,926,996 
Distributions to shareholders (545,425,671) (140,729,871) 
Share transactions - net increase (decrease) 866,336,017 148,542,086 
Total increase (decrease) in net assets 1,430,887,506 1,077,739,211 
Net Assets   
Beginning of period 5,983,338,975 4,905,599,764 
End of period $7,414,226,481 $5,983,338,975 

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


Financial Highlights

VIP Balanced Portfolio Initial Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $23.29 $19.55 $16.78 $18.76 $16.77 
Income from Investment Operations      
Net investment income (loss)A .25 .29 .33 .30 .28 
Net realized and unrealized gain (loss) 3.79 4.02 3.62 (1.07) 2.44 
Total from investment operations 4.04 4.31 3.95 (.77) 2.72 
Distributions from net investment income (.23) (.30) (.32) (.27) (.27) 
Distributions from net realized gain (1.81) (.28) (.86) (.94) (.46) 
Total distributions (2.04) (.57)B (1.18) (1.21) (.73) 
Net asset value, end of period $25.29 $23.29 $19.55 $16.78 $18.76 
Total ReturnC,D 18.26% 22.39% 24.51% (4.22)% 16.43% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .46% .48% .49% .49% .50% 
Expenses net of fee waivers, if any .46% .48% .49% .49% .50% 
Expenses net of all reductions .46% .47% .48% .49% .50% 
Net investment income (loss) 1.01% 1.45% 1.81% 1.64% 1.56% 
Supplemental Data      
Net assets, end of period (000 omitted) $332,976 $271,384 $240,746 $206,293 $231,977 
Portfolio turnover rateG 33% 62% 41% 55% 45% 

 A Calculated based on average shares outstanding during the period.

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

 C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Balanced Portfolio Service Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $23.11 $19.40 $16.67 $18.65 $16.69 
Income from Investment Operations      
Net investment income (loss)A .22 .27 .31 .28 .26 
Net realized and unrealized gain (loss) 3.76 4.00 3.58 (1.05) 2.41 
Total from investment operations 3.98 4.27 3.89 (.77) 2.67 
Distributions from net investment income (.21) (.28) (.30) (.27) (.26) 
Distributions from net realized gain (1.81) (.28) (.86) (.94) (.46) 
Total distributions (2.02) (.56) (1.16) (1.21) (.71)B 
Net asset value, end of period $25.07 $23.11 $19.40 $16.67 $18.65 
Total ReturnC,D 18.13% 22.32% 24.30% (4.27)% 16.25% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .56% .58% .59% .59% .60% 
Expenses net of fee waivers, if any .56% .58% .59% .59% .60% 
Expenses net of all reductions .56% .57% .58% .59% .60% 
Net investment income (loss) .91% 1.35% 1.71% 1.53% 1.46% 
Supplemental Data      
Net assets, end of period (000 omitted) $41,039 $30,072 $19,258 $16,616 $7,933 
Portfolio turnover rateG 33% 62% 41% 55% 45% 

 A Calculated based on average shares outstanding during the period.

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

 C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Balanced Portfolio Service Class 2

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $22.64 $19.02 $16.37 $18.33 $16.41 
Income from Investment Operations      
Net investment income (loss)A .18 .24 .28 .25 .23 
Net realized and unrealized gain (loss) 3.68 3.91 3.51 (1.04) 2.38 
Total from investment operations 3.86 4.15 3.79 (.79) 2.61 
Distributions from net investment income (.18) (.25) (.28) (.23) (.23) 
Distributions from net realized gain (1.81) (.28) (.86) (.94) (.46) 
Total distributions (1.98)B (.53) (1.14) (1.17) (.69) 
Net asset value, end of period $24.52 $22.64 $19.02 $16.37 $18.33 
Total ReturnC,D 17.99% 22.13% 24.11% (4.44)% 16.12% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .71% .73% .74% .74% .75% 
Expenses net of fee waivers, if any .71% .73% .74% .74% .75% 
Expenses net of all reductions .71% .72% .73% .74% .75% 
Net investment income (loss) .76% 1.20% 1.56% 1.39% 1.31% 
Supplemental Data      
Net assets, end of period (000 omitted) $2,562,199 $1,985,175 $1,492,773 $1,045,617 $979,052 
Portfolio turnover rateG 33% 62% 41% 55% 45% 

 A Calculated based on average shares outstanding during the period.

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

 C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Balanced Portfolio Investor Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $23.08 $19.37 $16.64 $18.61 $16.65 
Income from Investment Operations      
Net investment income (loss)A .22 .27 .31 .28 .26 
Net realized and unrealized gain (loss) 3.76 4.00 3.59 (1.05) 2.41 
Total from investment operations 3.98 4.27 3.90 (.77) 2.67 
Distributions from net investment income (.21) (.28) (.31) (.26) (.25) 
Distributions from net realized gain (1.81) (.28) (.86) (.94) (.46) 
Total distributions (2.02) (.56) (1.17) (1.20) (.71) 
Net asset value, end of period $25.04 $23.08 $19.37 $16.64 $18.61 
Total ReturnB,C 18.17% 22.35% 24.38% (4.28)% 16.28% 
Ratios to Average Net AssetsD,E      
Expenses before reductions .54% .56% .57% .57% .58% 
Expenses net of fee waivers, if any .54% .55% .57% .57% .58% 
Expenses net of all reductions .54% .55% .56% .57% .58% 
Net investment income (loss) .93% 1.37% 1.73% 1.56% 1.48% 
Supplemental Data      
Net assets, end of period (000 omitted) $4,478,013 $3,696,708 $3,152,822 $2,599,494 $2,750,265 
Portfolio turnover rateF 33% 62% 41% 55% 45% 

 A Calculated based on average shares outstanding during the period.

 B Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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 December 31, 2021

1. Organization.

VIP Balanced Portfolio (the Fund) is a fund of Variable Insurance Products Fund III (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 Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class.

2. Investments in Fidelity Central Funds.

Funds may invest in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Schedule of Investments lists any Fidelity Central Funds held as an investment as of period end, but does not include the underlying holdings of each Fidelity Central Fund. An investing fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the investing fund. These strategies are consistent with the investment objectives of the investing fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the investing fund.

Fidelity Central Fund Investment Manager Investment Objective Investment Practices Expense Ratio(a) 
Fidelity VIP Investment Grade Central Fund Fidelity Management & Research Company LLC (FMR) Seeks a high level of current income by normally investing in investment-grade debt securities and repurchase agreements. Delayed Delivery & When Issued Securities
Restricted Securities
 
Less than .005% 
Fidelity Money Market Central Funds Fidelity Management & Research Company LLC (FMR) Each fund seeks to obtain a high level of current income consistent with the preservation of capital and liquidity. Short-term Investments Less than .005% 

 (a) Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual shareholder report.

An unaudited holdings listing for the investing fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or institutional.fidelity.com, as applicable. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, and are not covered by the Report of Independent Registered Public Accounting Firm, are available on the Securities and Exchange Commission website or upon request.

3. 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) 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:

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, 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. 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. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, 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.

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 December 31, 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. Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of a fund include an amount in addition to trade execution, which may be rebated back to a fund. Any such rebates are included in net realized gain (loss) on investments in the Statement of Operations. 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. 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. 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. Funds may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. Any withholding tax reclaims income is included in the Statement of Operations in dividends. Any receivables for withholding tax reclaims are included in the Statement of Assets and Liabilities in dividends receivable.

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

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 December 31, 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 declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

Book-tax differences are primarily due to futures contracts, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), partnerships 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 $2,209,680,138 
Gross unrealized depreciation (103,077,133) 
Net unrealized appreciation (depreciation) $2,106,603,005 
Tax Cost $5,314,082,045 

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

Undistributed ordinary income $31,791,880 
Undistributed long-term capital gain $371,489,761 
Net unrealized appreciation (depreciation) on securities and other investments $2,106,632,383 

The tax character of distributions paid was as follows:

 December 31, 2021 December 31, 2020 
Ordinary Income $304,745,651 $ 71,387,679 
Long-term Capital Gains 240,680,020 69,342,192 
Total $545,425,671 $ 140,729,871 

Restricted Securities (including Private Placements). Funds 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 held at period end is included at the end of the Schedule of Investments, if applicable.

Special Purpose Acquisition Companies. Funds may invest in stock, warrants, and other securities of special purpose acquisition companies (SPACs) or similar special purpose entities. A SPAC is a publicly traded company that raises investment capital via an initial public offering (IPO) for the purpose of acquiring the equity securities of one or more existing companies via merger, business combination, acquisition or other similar transactions within a designated time frame.

Private Investment in Public Equity. Funds may acquire equity securities of an issuer through a private investment in a public equity (PIPE) transaction, including through commitments to purchase securities on a when-issued basis. A PIPE typically involves the purchase of securities directly from a publicly traded company in a private placement transaction. Securities purchased through PIPE transactions will be restricted from trading and considered illiquid until a resale registration statement for the shares is filed and declared effective.

At period end, the Fund had commitments to purchase when-issued securities through PIPE transactions with SPACs. The commitments are contingent upon the SPACs acquiring the securities of target companies. Unrealized appreciation (depreciation) on these commitments is separately presented in the Statements of Assets and Liabilities as Unrealized appreciation (depreciation) on unfunded commitments, and in the Statement of Operations as Change in unrealized appreciation (depreciation) on unfunded commitments.

4. 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.

5. Purchases and Sales of Investments.

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

 Purchases ($) Sales ($) 
VIP Balanced Portfolio 2,580,609,647 2,152,517,839 

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company LLC (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .15% of the Fund's average net assets and an annualized group fee rate that averaged .23% during the period. The group fee rate is based upon the monthly average net assets of a group of registered investment companies with which the investment adviser has management contracts. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .37% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Company LLC (FDC), an affiliate of the investment adviser, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets.

For the period, total fees, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services, were as follows:

Service Class $36,333 
Service Class 2 5,747,416 
 $5,783,749 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company LLC (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class pays a fee for transfer agent services, typesetting and printing and mailing of shareholder reports, excluding mailing of proxy statements. For the period, transfer agent fees for each class were as follows:

 Amount % of Class-Level Average Net Assets 
Initial Class $186,610 .06 
Service Class 22,858 .06 
Service Class 2 1,446,724 .06 
Investor Class 5,736,993 .14 
 $7,393,185  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. For the period, the fees were equivalent to the following annual rates:

 % of Average Net Assets 
VIP Balanced Portfolio .02 

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 
VIP Balanced Portfolio $41,826 

Interfund Trades. Funds may purchase from or sell securities to other Fidelity Funds 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. Interfund trades during the period are noted in the table below.

 Purchases ($) Sales ($) Realized Gain (Loss) ($) 
VIP Balanced Portfolio 152,613,700 102,805,056 18,094,336 

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

 Amount 
VIP Balanced Portfolio $11,503 

8. Security Lending.

Funds lend portfolio securities from time to time in order to earn additional income. Lending agents are used, including National Financial Services (NFS), an affiliate of the investment adviser. Pursuant to a securities lending agreement, NFS will receive a fee, which is capped at 9.9% of a fund's daily lending revenue, for its services as lending agent. A fund may lend securities to certain qualified borrowers, including NFS. 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. Affiliated security lending activity, if any, was as follows:

 Total Security Lending Fees Paid to NFS Security Lending Income From Securities Loaned to NFS Value of Securities Loaned to NFS at Period End 
VIP Balanced Portfolio $7,490 $346 $– 

9. Expense Reductions.

During the period the investment adviser or an affiliate reimbursed and/or waived a portion of fund-level operating expenses in the amount of $105,883.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended
December 31, 2021 
Year ended
December 31, 2020 
VIP Balanced Portfolio   
Distributions to shareholders   
Initial Class $24,483,104 $6,811,268 
Service Class 2,857,510 622,582 
Service Class 2 183,989,796 43,635,462 
Investor Class 334,095,261 89,660,559 
Total $545,425,671 $140,729,871 

11. Share Transactions.

Transactions for each class of shares were as follows and may contain in-kind transactions:

 Shares Shares Dollars Dollars 
 Year ended December 31, 2021 Year ended December 31, 2020 Year ended December 31, 2021 Year ended December 31, 2020 
VIP Balanced Portfolio     
Initial Class     
Shares sold 2,346,915 1,469,953 $57,940,332 $29,756,335 
Reinvestment of distributions 1,048,715 323,113 24,483,104 6,811,268 
Shares redeemed (1,881,652) (2,458,918) (45,214,085) (48,439,077) 
Net increase (decrease) 1,513,978 (665,852) $37,209,351 $(11,871,474) 
Service Class     
Shares sold 409,426 557,479 $9,827,105 $11,219,030 
Reinvestment of distributions 123,283 29,571 2,857,510 622,582 
Shares redeemed (197,194) (278,360) (4,753,055) (5,401,738) 
Net increase (decrease) 335,515 308,690 $7,931,560 $6,439,874 
Service Class 2     
Shares sold 16,662,627 17,807,960 $390,743,401 $341,896,250 
Reinvestment of distributions 8,124,891 2,130,334 183,989,796 43,635,462 
Shares redeemed (7,956,788) (10,736,601) (187,262,084) (205,709,214) 
Net increase (decrease) 16,830,730 9,201,693 $387,471,113 $179,822,498 
Investor Class     
Shares sold 8,471,131 5,557,583 $201,898,989 $113,503,524 
Reinvestment of distributions 14,458,679 4,297,716 334,095,261 89,660,559 
Shares redeemed (4,254,847) (12,427,422) (102,270,257) (229,012,895) 
Net increase (decrease) 18,674,963 (2,572,123) $433,723,993 $(25,848,812) 

12. Other.

A 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, a fund may also enter into contracts that provide general indemnifications. A fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against a fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were owners of record of more than 10% and certain otherwise unaffiliated shareholderswere owners of record of more than 10% of the outstanding shares as follows:

Fund Affiliated % Number of
Unaffiliated Shareholders 
Unaffiliated Shareholders % 
VIP: Balanced Portfolio 63% 18% 

13. 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 Variable Insurance Products Fund III and Shareholders of VIP Balanced Portfolio

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities of VIP Balanced Portfolio (the "Fund"), a fund of Variable Insurance Products Fund III, including the schedule of investments, as of December 31, 2021, the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of December 31, 2021, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements and financial highlights 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 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 and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, 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 and financial highlights. 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 and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian, issuers of privately offered securities, and brokers; when replies were not received from issuers of privately offered securities and brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ Deloitte & Touche LLP

Boston, Massachusetts

February 11, 2022


We have served as the auditor of one or more of the Fidelity investment companies since 1999.

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.  Each of the Trustees oversees 314 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 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.  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. 

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

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 also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, 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, have also been 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 Acting 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. David M. Thomas serves as 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 Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and other equity funds. The asset allocation funds may invest in Fidelity® funds overseen by the fund's Board. 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. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity® funds overseen by each Board.

The Trustees operate using a system of 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, acting through its committees, has charged FMR 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 FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees.  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, including an annual review of Fidelity's risk management program for the Fidelity® funds.  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+

Bettina Doulton (1964)

Year of Election or Appointment: 2020

Trustee

Ms. Doulton also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Doulton served in a variety of positions at Fidelity Investments, including as a managing director of research (2006-2007), portfolio manager to certain Fidelity® funds (1993-2005), equity analyst and portfolio assistant (1990-1993), and research assistant (1987-1990). Ms. Doulton currently owns and operates Phi Builders + Architects and Cellardoor Winery. Previously, Ms. Doulton served as a member of the Board of Brown Capital Management, LLC (2014-2018).

Robert A. Lawrence (1952)

Year of Election or Appointment: 2020

Trustee

Acting 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).

 * 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 FMR. 

 + 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+

Thomas P. Bostick (1956)

Year of Election or Appointment: 2021

Trustee

Lieutenant General Bostick also serves as Trustee of other Fidelity® funds. Prior to his retirement, General Bostick (United States Army, Retired) held a variety of positions within the U.S. Army, including Commanding General and Chief of Engineers, U.S. Army Corps of Engineers (2012-2016) and Deputy Chief of Staff and Director of Human Resources, U.S. Army (2009-2012). General Bostick currently serves as a member of the Board and Finance and Governance Committees of CSX Corporation (transportation, 2020-present) and a member of the Board and Corporate Governance and Nominating Committee of Perma-Fix Environmental Services, Inc. (nuclear waste management, 2020-present). General Bostick serves as Chief Executive Officer of Bostick Global Strategies, LLC (consulting, 2016-present) and Managing Partner, Sustainability, of Ridge-Lane Limited Partners (strategic advisory and venture development, 2016-present). Previously, General Bostick served as a Member of the Advisory Board of certain Fidelity® funds (2021), President, Intrexon Bioengineering (2018-2020) and Chief Operating Officer (2017-2020) and Senior Vice President of the Environment Sector (2016-2017) of Intrexon Corporation (biopharmaceutical company).

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks served as Chief Operating Officer and as a member of the Board of The Depository Trust & Clearing Corporation (financial markets infrastructure), President, Chief Operating Officer and a member of the Board of The Depository Trust Company (DTC), President and a member of the Board of the National Securities Clearing Corporation (NSCC), Chief Executive Officer and a member of the Board of the Government Securities Clearing Corporation and Chief Executive Officer and a member of the Board of the Mortgage-Backed Securities Clearing Corporation. Mr. Dirks currently serves as a member of the Finance Committee (2016-present) and Board (2017-present) and is Treasurer (2018-present) of the Asolo Repertory Theatre.

Donald F. Donahue (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Donahue also serves as Trustee of other Fidelity® funds. Mr. Donahue serves as President and Chief Executive Officer of Miranda Partners, LLC (risk consulting for the financial services industry, 2012-present). Previously, Mr. Donahue served as Chief Executive Officer (2006-2012), Chief Operating Officer (2003-2006) and Managing Director, Customer Marketing and Development (1999-2003) of The Depository Trust & Clearing Corporation (financial markets infrastructure). Mr. Donahue currently serves as a member (2007-present) and Co-Chairman (2016-present) of the Board of United Way of New York and a member of the Board of NYC Leadership Academy (2012-present). Mr. Donahue previously served as a member of the Advisory Board of certain Fidelity® funds (2015-2018).

Vicki L. Fuller (1957)

Year of Election or Appointment: 2020

Trustee

Ms. Fuller also serves as Trustee of other Fidelity® funds. Previously, Ms. Fuller served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chief Investment Officer of the New York State Common Retirement Fund (2012-2018) and held a variety of positions at AllianceBernstein L.P. (global asset management, 1985-2012), including Managing Director (2006-2012) and Senior Vice President and Senior Portfolio Manager (2001-2006). Ms. Fuller currently serves as a member of the Board, Audit Committee and Nominating and Governance Committee of The Williams Companies, Inc. (natural gas infrastructure, 2018-present), as a member of the Board, Audit Committee and Nominating and Governance Committee of two Blackstone business development companies (2020-present) and as a member of the Board of Treliant, LLC (consulting, 2019-present).

Patricia L. Kampling (1959)

Year of Election or Appointment: 2020

Trustee

Ms. Kampling also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Kampling served as Chairman of the Board and Chief Executive Officer (2012-2019), President and Chief Operating Officer (2011-2012) and Executive Vice President and Chief Financial Officer (2010-2011) of Alliant Energy Corporation. Ms. Kampling currently serves as a member of the Board, Finance Committee and Governance, Compensation and Nominating Committee of Xcel Energy Inc. (utilities company, 2020-present) and as a member of the Board, Audit, Finance and Risk Committee and Safety, Environmental, Technology and Operations Committee of American Water Works Company, Inc. (utilities company, 2019-present). In addition, Ms. Kampling currently serves as a member of the Board of the Nature Conservancy, Wisconsin Chapter (2019-present). Previously, Ms. Kampling served as a Member of the Advisory Board of certain Fidelity® funds (2020), a member of the Board, Compensation Committee and Executive Committee and Chair of the Audit Committee of Briggs & Stratton Corporation (manufacturing, 2011-2021), a member of the Board of Interstate Power and Light Company (2012-2019) and Wisconsin Power and Light Company (2012-2019) (each a subsidiary of Alliant Energy Corporation) and as a member of the Board and Workforce Development Committee of the Business Roundtable (2018-2019).

Thomas A. Kennedy (1955)

Year of Election or Appointment: 2021

Trustee

Mr. Kennedy also serves as Trustee of other Fidelity® funds. Previously, Mr. Kennedy served as a Member of the Advisory Board of certain Fidelity® funds (2020) and held a variety of positions at Raytheon Company (aerospace and defense, 1983-2020), including Chairman and Chief Executive Officer (2014-2020) and Executive Vice President and Chief Operating Officer (2013-2014). Mr. Kennedy currently serves as Executive Chairman of the Board of Directors of Raytheon Technologies Corporation (aerospace and defense, 2020-present). He is also a member of the Rutgers School of Engineering Industry Advisory Board (2011-present) and a member of the UCLA Engineering Dean’s Executive Board (2016-present).

Oscar Munoz (1959)

Year of Election or Appointment: 2021

Trustee

Mr. Munoz also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Munoz served as Executive Chairman (2020-2021), Chief Executive Officer (2015-2020), President (2015-2016) and a member of the Board (2010-2021) of United Airlines Holdings, Inc. Mr. Munoz currently serves as a member of the Board of CBRE Group, Inc. (commercial real estate, 2020-present), a member of the Board of Univision Communications, Inc. (Hispanic media, 2020-present) and a member of the Advisory Board of Salesforce.com, Inc. (cloud-based software, 2020-present). Previously, Mr. Munoz served as a Member of the Advisory Board of certain Fidelity® funds (2021).

Garnett A. Smith (1947)

Year of Election or Appointment: 2018

Trustee

Mr. Smith also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Smith served as Chairman and Chief Executive Officer (1990-1997) and President (1986-1990) of Inbrand Corp. (manufacturer of personal absorbent products). Prior to his employment with Inbrand Corp., he was employed by a retail fabric chain and North Carolina National Bank (now Bank of America). Mr. Smith previously served as a member of the Advisory Board of certain Fidelity® funds (2012-2013).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

Lead Independent Trustee

Mr. Thomas also serves as Trustee of other Fidelity® funds. Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). Mr. Thomas currently serves as a member of the Board of Fortune Brands Home and Security (home and security products, 2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication).

Susan Tomasky (1953)

Year of Election or Appointment: 2020

Trustee

Ms. Tomasky also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Tomasky served in various executive officer positions at American Electric Power Company, Inc. (1998-2011), including most recently as President of AEP Transmission (2007-2011). Ms. Tomasky currently serves as a member of the Board and Sustainability Committee and as Chair of the Audit Committee of Marathon Petroleum Corporation (2018-present) and as a member of the Board, Corporate Governance Committee and Organization and Compensation Committee and as Chair of the Audit Committee of Public Service Enterprise Group, Inc. (utilities company, 2012-present). In addition, Ms. Tomasky currently serves as a member (2009-present) and President (2020-present) of the Board of the Royal Shakespeare Company – America (2009-present), as a member of the Board of the Columbus Association for the Performing Arts (2011-present) and as a member of the Board and Investment Committee of Kenyon College (2016-present). Previously, Ms. Tomasky served as a Member of the Advisory Board of certain Fidelity® funds (2020), as a member of the Board of the Columbus Regional Airport Authority (2007-2020), as a member of the Board (2011-2018) and Lead Independent Director (2015-2018) of Andeavor Corporation (previously Tesoro Corporation) (independent oil refiner and marketer) and as a member of the Board of Summit Midstream Partners LP (energy, 2012-2018).

Michael E. Wiley (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Wiley also serves as Trustee of other Fidelity® funds. Previously, Mr. Wiley served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chairman, President and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004). Mr. Wiley also previously served as a member of the Board of Andeavor Corporation (independent oil refiner and marketer, 2005-2018), a member of the Board of Andeavor Logistics LP (natural resources logistics, 2015-2018) and a member of the Board of High Point Resources (exploration and production, 2005-2020).

 + 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 Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

Mr. Lynch also serves as a Member of the Advisory Board of other Fidelity® funds. Mr. Lynch is Vice Chairman and a Director of Fidelity Management & Research Company LLC (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served as Vice Chairman and a Director of FMR Co., Inc. (investment adviser firm) and on the Special Olympics International Board of Directors (1997-2006).

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as an officer of other funds. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

William C. Coffey (1969)

Year of Election or Appointment: 2019

Assistant Secretary

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Secretary and CLO of certain funds (2018-2019); CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2018-2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2018-2019); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2018-2019); and Assistant Secretary of certain funds (2009-2018).

Timothy M. Cohen (1969)

Year of Election or Appointment: 2018

Vice President

Mr. Cohen also serves as Vice President of other funds. Mr. Cohen serves as Co-Head of Equity (2018-present), a Director of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2016-present), and is an employee of Fidelity Investments. Previously, Mr. Cohen served as Executive Vice President of Fidelity SelectCo, LLC (2019), Head of Global Equity Research (2016-2018), Chief Investment Officer - Equity and a Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2013-2015) and as a Director of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2017).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as an officer of other funds. Mr. Davis serves as Assistant Treasurer of FIMM, LLC (2021-present), FMR Capital, Inc. (2017-present), FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-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 serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Colm A. Hogan (1973)

Year of Election or Appointment: 2020

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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). 

Pamela R. Holding (1964)

Year of Election or Appointment: 2018

Vice President

Ms. Holding also serves as Vice President of other funds. Ms. Holding serves as Co-Head of Equity (2018-present) and is an employee of Fidelity Investments (2013-present). Previously, Ms. Holding served as Executive Vice President of Fidelity SelectCo, LLC (2019) and as Chief Investment Officer of Fidelity Institutional Asset Management (2013-2018).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2019

Secretary and Chief Legal Officer (CLO)

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); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present); Secretary of FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-present); and Assistant Secretary of FIMM, LLC (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: 2020

Deputy Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Jason P. Pogorelec (1975)

Year of Election or Appointment: 2020

Chief Compliance Officer

Mr. Pogorelec also serves as Chief Compliance Officer of other funds. Mr. Pogorelec is a senior Vice President of Asset Management Compliance for Fidelity Investments and is an employee of Fidelity Investments (2006-present). Previously, Mr. Pogorelec served as Vice President, Associate General Counsel for Fidelity Investments (2010-2020) and Assistant Secretary of certain Fidelity funds (2015-2020).

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: 2016

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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.

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as an officer of other funds. Mr. Wegmann serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2011-present). Previously, Mr. Wegmann served as Assistant Treasurer of certain Fidelity® funds (2019-2021).

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 (July 1, 2021 to December 31, 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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2021 
Ending
Account Value
December 31, 2021 
Expenses Paid
During Period-B
July 1, 2021
to December 31, 2021 
VIP Balanced Portfolio     
Initial Class .46%    
Actual  $1,000.00 $1,063.50 $2.39 
Hypothetical-C  $1,000.00 $1,022.89 $2.35 
Service Class .56%    
Actual  $1,000.00 $1,062.90 $2.91 
Hypothetical-C  $1,000.00 $1,022.38 $2.85 
Service Class 2 .71%    
Actual  $1,000.00 $1,062.70 $3.69 
Hypothetical-C  $1,000.00 $1,021.63 $3.62 
Investor Class .53%    
Actual  $1,000.00 $1,063.50 $2.76 
Hypothetical-C  $1,000.00 $1,022.53 $2.70 

 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 184/ 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 VIP Balanced Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 Pay Date Record Date Dividends Capital Gains 
VIP Balanced Portfolio     
Initial Class 02/04/22 02/04/22 $0.061 $1.299 
Service Class 02/04/22 02/04/22 $0.057 $1.299 
Service Class 2 02/04/22 02/04/22 $0.052 $1.299 
Investor Class 02/04/22 02/04/22 $0.058 $1.299 

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2021, $371,723,070, or, if subsequently determined to be different, the net capital gain of such year.

A total of 4.46% 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.

Initial Class designates 0% and 21%; Service Class designates 0% and 22%; Service Class 2 designates 0% and 23%; and Investor Class designates 0% and 22%; of the dividends distributed in February and December, respectively during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.





Fidelity Investments

VIPBAL-ANN-0322
1.540208.124




Fidelity® Variable Insurance Products:

Growth Opportunities Portfolio



Annual Report

December 31, 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


To view a fund's proxy voting guidelines and 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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Fidelity® Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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. © 2022 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 COVID-19 emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and corporate earnings. On March 11, 2020, the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread. The pandemic prompted a number of measures to limit the spread of COVID-19, 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. To help stem the turmoil, the U.S. government took unprecedented action – in concert with the U.S. Federal Reserve and central banks around the world – to help support consumers, businesses, and the broader economy, and to limit disruption to the financial system.

In general, the overall impact of the pandemic lessened in 2021, amid a resilient economy and widespread distribution of three COVID-19 vaccines granted emergency use authorization from the U.S. Food and Drug Administration (FDA) early in the year. Still, the situation remains dynamic, and the extent and duration of its influence on financial markets and the economy is highly uncertain, due in part to a recent spike in cases based on highly contagious variants of the coronavirus.

Extreme events such as the COVID-19 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 continue to take extra steps to be responsive to customer needs. We encourage you to visit us online, 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. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended December 31, 2021 Past 1 year Past 5 years Past 10 years 
Initial Class 11.94% 32.09% 22.94% 
Service Class 11.83% 31.96% 22.82% 
Service Class 2 11.68% 31.77% 22.64% 
Investor Class 11.87% 31.99% 22.85% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Growth Opportunities Portfolio - Initial Class on December 31, 2011.

The chart shows how the value of your investment would have changed, and also shows how the Russell 1000® Growth Index performed over the same period.


Period Ending Values

$78,880VIP Growth Opportunities Portfolio - Initial Class

$60,825Russell 1000® Growth Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 28.71% in 2021, with U.S. equities rising on improving economic growth, strong corporate earnings, widespread COVID-19 vaccination, and accommodative fiscal and monetary stimulus. In the first quarter, the index gained 6.17%. Investors were buoyed by the rollout of vaccines, the U.S. Federal Reserve’s pledge to hold short-term interest rates near zero until the economy recovered, and the federal government’s deployment of trillions of dollars to boost the economy. A flattish May reflected concerns about inflation and jobs, but the rally resumed through August amid strong earnings. In September, the index returned -4.65% as sentiment turned broadly negative due to a host of factors. These included inflationary pressure from surging commodity prices, rising bond yields, supply constraints and disruption, and the fast-spreading delta variant of the coronavirus. The Fed also signaled it could soon begin to taper the bond purchases it has made since the onset of the pandemic. The index sharply reversed course with a 7.01% gain in October, driven by strength in earnings. Then in November, the index stalled again, returning -0.69% amid the emergence of a new, more-highly transmissible variant, omicron, and rising inflation, which breached a 40-year high. The index advanced 4.48% in December, after studies suggested omicron resulted in fewer severe COVID-19 cases. All sectors had a double-digit return, led by energy (+55%) and real estate (+46%), whereas utilities (+18%) notably lagged.

Comments from Portfolio Manager Kyle Weaver:  For the fiscal year ending December 31, 2021, the fund's share classes gained roughly 12%, trailing the 27.60% advance of the Russell 1000® Growth Index. Versus the benchmark, security selection was the primary detractor, especially in the health care sector. Weak picks in the consumer discretionary sector, primarily within the retailing industry, also hurt. Also hampering our result were stock picks in communication services. Our non-benchmark stake in Pinduoduo was the fund's largest individual relative detractor, due to its about -45% result. Positions in Pinduoduo were sold the past year. Also holding back performance was our outsized stake in Roku, which returned approximately -31%. Roku was one of our biggest holdings as of December 31. Also hampering performance was our overweighting in Wix.com, which returned -37%. We added to our position the past 12 months. Conversely, the largest contributor to performance versus the benchmark was an overweighting in energy. Also lifting the fund's relative result was an underweighting in industrials and an overweighting in communication services. Our non-benchmark stake in Rivian Automotive – which we purchased before the company began trading publicly in November – was the fund's biggest individual relative contributor, driven by a rise of about 749%. Also boosting value was our lighter-than-benchmark stake in Amazon.com, which gained about 2%. Still, the company was among the fund's largest holdings. Another notable relative contributor was an underweighting in Visa (0%). Notable changes in positioning include increased exposure to the communication services sector and a lower allocation to health care.

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)

Top Ten Stocks as of December 31, 2021

 % of fund's net assets 
Microsoft Corp. 7.8 
Alphabet, Inc. Class C 5.6 
Amazon.com, Inc. 4.8 
NVIDIA Corp. 3.7 
Meta Platforms, Inc. Class A 2.8 
Apple, Inc. 2.8 
Carvana Co. Class A 2.4 
Alphabet, Inc. Class A 2.4 
Sea Ltd. ADR 2.2 
Roku, Inc. Class A 2.1 
 36.6 

Top Five Market Sectors as of December 31, 2021

 % of fund's net assets 
Information Technology 41.7 
Communication Services 20.5 
Consumer Discretionary 15.8 
Health Care 10.7 
Industrials 3.8 

Asset Allocation (% of fund's net assets)

As of December 31, 2021* 
   Stocks 99.8% 
   Bonds 0.1% 
 Short-Term Investments and Net Other Assets (Liabilities)** (0.1)% 
   Other Investments 0.2% 


 * Foreign investments - 11.7%

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

Schedule of Investments December 31, 2021

Showing Percentage of Net Assets

Common Stocks - 97.2%   
 Shares Value 
COMMUNICATION SERVICES - 20.5%   
Entertainment - 5.3%   
Netflix, Inc. (a) 26,100 $15,723,684 
Roblox Corp. (a) 163,500 16,866,660 
Roku, Inc. Class A (a) 314,124 71,683,097 
Sea Ltd. ADR (a) 321,588 71,942,451 
  176,215,892 
Interactive Media & Services - 12.5%   
Alphabet, Inc.:   
Class A (a) 27,276 79,019,663 
Class C (a) 63,123 182,652,082 
Bumble, Inc. 18,600 629,796 
Meta Platforms, Inc. Class A (a) 274,979 92,489,187 
NerdWallet, Inc. 50,739 788,991 
Snap, Inc. Class A (a) 501,500 23,585,545 
Taboola.com Ltd. (a)(b) 73,100 568,718 
Zoominfo Technologies, Inc. (a) 492,300 31,605,660 
  411,339,642 
Media - 0.9%   
Ion Acquisition Corp. 2 Ltd. (c) 141,062 938,062 
Magnite, Inc. (a) 984,450 17,227,875 
TechTarget, Inc. (a) 138,028 13,203,758 
  31,369,695 
Wireless Telecommunication Services - 1.8%   
T-Mobile U.S., Inc. (a) 506,188 58,707,684 
TOTAL COMMUNICATION SERVICES  677,632,913 
CONSUMER DISCRETIONARY - 15.3%   
Automobiles - 2.1%   
Neutron Holdings, Inc. (a)(c)(d) 106,587 8,527 
Rad Power Bikes, Inc. (c)(d) 56,834 544,686 
Rivian Automotive, Inc. 242,818 22,660,019 
Rivian Automotive, Inc. (b) 8,200 850,258 
Tesla, Inc. (a) 44,225 46,736,096 
  70,799,586 
Diversified Consumer Services - 0.1%   
Arco Platform Ltd. Class A (a)(b) 132,577 2,769,534 
Rover Group, Inc. Class A (a) 103,685 1,010,929 
The Beachbody Co., Inc. (c) 119,354 282,869 
  4,063,332 
Hotels, Restaurants & Leisure - 0.9%   
Airbnb, Inc. Class A 149,000 24,807,010 
Sweetgreen, Inc. 110,404 3,179,635 
  27,986,645 
Household Durables - 0.1%   
Lovesac (a) 19,000 1,258,940 
Purple Innovation, Inc. (a)(b) 172,612 2,290,561 
  3,549,501 
Internet & Direct Marketing Retail - 7.8%   
Amazon.com, Inc. (a) 47,328 157,807,644 
BARK, Inc. (a)(b) 275,730 1,163,581 
Cazoo Group Ltd. 248,067 1,421,052 
Cazoo Group Ltd. (c) 37,900 228,537 
Cazoo Group Ltd. Class A (a)(b) 438,500 2,644,155 
Chewy, Inc. (a)(b) 321,349 18,949,951 
Doordash, Inc. 42,600 6,343,140 
FSN E-Commerce Ventures Private Ltd. (a)(c) 362,370 8,690,329 
Global-e Online Ltd. (a)(b) 524,833 33,269,164 
Grab Holdings Ltd. (c) 424,141 2,872,919 
Porch Group, Inc. Class A (a) 331,300 5,164,967 
Vivid Seats, Inc. (c) 349,175 3,799,024 
Wayfair LLC Class A (a) 62,174 11,811,195 
Zomato Ltd. (a)(c) 1,567,800 2,458,225 
  256,623,883 
Leisure Products - 0.1%   
Peloton Interactive, Inc. Class A (a) 83,200 2,975,232 
Specialty Retail - 3.5%   
Academy Sports & Outdoors, Inc. (a) 100,200 4,398,780 
American Eagle Outfitters, Inc. 46,463 1,176,443 
Auto1 Group SE (e) 556,900 12,308,365 
Carvana Co. Class A (a) 341,770 79,218,868 
Dick's Sporting Goods, Inc. (b) 144,000 16,558,560 
  113,661,016 
Textiles, Apparel & Luxury Goods - 0.7%   
Allbirds, Inc. Class B 15,500 210,366 
Bombas LLC (c)(d) 745,906 5,944,214 
Capri Holdings Ltd. (a) 45,500 2,953,405 
lululemon athletica, Inc. (a) 26,172 10,245,029 
Tapestry, Inc. 106,800 4,336,080 
  23,689,094 
TOTAL CONSUMER DISCRETIONARY  503,348,289 
CONSUMER STAPLES - 0.5%   
Beverages - 0.1%   
Boston Beer Co., Inc. Class A (a) 5,700 2,879,070 
Food & Staples Retailing - 0.4%   
BJ's Wholesale Club Holdings, Inc. (a) 187,800 12,576,966 
Blink Health, Inc. Series A1 (c)(d) 8,327 317,925 
  12,894,891 
Food Products - 0.0%   
Local Bounti Corp. (c) 284,498 1,835,012 
Tobacco - 0.0%   
JUUL Labs, Inc. Class B (a)(c)(d) 560 28,935 
TOTAL CONSUMER STAPLES  17,637,908 
ENERGY - 1.1%   
Oil, Gas & Consumable Fuels - 1.1%   
Hess Corp. 45,500 3,368,365 
Reliance Industries Ltd. 1,043,697 33,182,491 
  36,550,856 
FINANCIALS - 2.2%   
Banks - 1.0%   
Starling Bank Ltd. Series D (a)(c)(d) 1,013,900 1,776,320 
Wells Fargo & Co. 649,700 31,172,606 
  32,948,926 
Capital Markets - 0.6%   
Coinbase Global, Inc. (a) 58,300 14,713,171 
XP, Inc. Class A (a) 157,900 4,538,046 
  19,251,217 
Consumer Finance - 0.4%   
Capital One Financial Corp. 52,500 7,617,225 
LendingTree, Inc. (a) 45,823 5,617,900 
  13,235,125 
Diversified Financial Services - 0.2%   
P3 Health Partners, Inc. (c) 285,914 1,912,193 
WeWork, Inc. (a) 230,237 1,980,038 
WeWork, Inc. (c) 296,027 2,545,832 
  6,438,063 
TOTAL FINANCIALS  71,873,331 
HEALTH CARE - 10.7%   
Biotechnology - 2.9%   
ADC Therapeutics SA (a) 37,288 753,218 
Agios Pharmaceuticals, Inc. (a) 124,400 4,089,028 
Alnylam Pharmaceuticals, Inc. (a) 71,351 12,099,703 
ALX Oncology Holdings, Inc. (a) 63,162 1,357,351 
Applied Therapeutics, Inc. (a) 38,638 345,810 
Arcutis Biotherapeutics, Inc. (a) 40,700 844,118 
Argenx SE ADR (a) 18,731 6,559,409 
Ascendis Pharma A/S sponsored ADR (a) 16,125 2,169,296 
Aurinia Pharmaceuticals, Inc. (a) 189,600 4,336,152 
Celldex Therapeutics, Inc. (a) 107,200 4,142,208 
Cyteir Therapeutics, Inc. 17,000 193,290 
Cytokinetics, Inc. (a) 131,600 5,998,328 
Erasca, Inc. 155,137 2,417,034 
Exelixis, Inc. (a) 156,600 2,862,648 
Forma Therapeutics Holdings, Inc. (a) 19,000 270,180 
Fusion Pharmaceuticals, Inc. (a) 22,300 92,991 
Gritstone Bio, Inc. (a) 48,441 622,951 
Icosavax, Inc. (a) 31,900 729,872 
Imago BioSciences, Inc. 34,900 827,479 
Instil Bio, Inc. (a) 157,300 2,691,403 
Keros Therapeutics, Inc. (a) 39,700 2,322,847 
Mirati Therapeutics, Inc. (a) 22,300 3,271,187 
Monte Rosa Therapeutics, Inc. 54,800 1,119,016 
Morphic Holding, Inc. (a) 38,600 1,828,868 
Nuvalent, Inc. Class A (a) 41,384 787,951 
ORIC Pharmaceuticals, Inc. (a) 12,700 186,690 
Poseida Therapeutics, Inc. (a) 9,300 63,333 
Prelude Therapeutics, Inc. (a) 52,200 649,890 
Protagonist Therapeutics, Inc. (a) 76,866 2,628,817 
PTC Therapeutics, Inc. (a) 9,000 358,470 
Regeneron Pharmaceuticals, Inc. (a) 24,782 15,650,329 
Relay Therapeutics, Inc. (a) 117,900 3,620,709 
Repare Therapeutics, Inc. (a) 10,800 227,772 
Tenaya Therapeutics, Inc. (a) 56,600 1,072,570 
TG Therapeutics, Inc. (a) 89,800 1,706,200 
Vaxcyte, Inc. (a) 55,104 1,310,924 
Zentalis Pharmaceuticals, Inc. (a) 77,300 6,497,838 
  96,705,880 
Health Care Equipment & Supplies - 2.1%   
Boston Scientific Corp. (a) 660,592 28,061,948 
DexCom, Inc. (a) 21,000 11,275,950 
Hologic, Inc. (a) 76,066 5,823,613 
Insulet Corp. (a) 26,800 7,130,676 
Novocure Ltd. (a) 10,946 821,826 
Penumbra, Inc. (a) 30,700 8,820,724 
TransMedics Group, Inc. (a) 337,741 6,471,118 
  68,405,855 
Health Care Providers & Services - 5.0%   
agilon health, Inc. (a) 846,900 22,866,300 
Alignment Healthcare, Inc. (a) 127,600 1,794,056 
Cano Health, Inc. (a) 919,300 8,190,963 
CareMax, Inc. Class A (a) 229,306 1,761,070 
Centene Corp. (a) 241,200 19,874,880 
Humana, Inc. 68,472 31,761,422 
LifeStance Health Group, Inc. (b) 1,916,885 18,248,745 
Oak Street Health, Inc. (a)(b) 830,500 27,522,770 
Surgery Partners, Inc. (a) 38,000 2,029,580 
The Oncology Institute, Inc. (c) 112,536 1,042,365 
UnitedHealth Group, Inc. 57,748 28,997,581 
  164,089,732 
Health Care Technology - 0.1%   
GoodRx Holdings, Inc. (a)(b) 95,200 3,111,136 
Sema4 Holdings Corp. (c) 30,200 134,692 
  3,245,828 
Life Sciences Tools & Services - 0.5%   
Danaher Corp. 28,300 9,310,983 
Olink Holding AB ADR (a) 53,700 977,340 
Sartorius Stedim Biotech 10,526 5,780,945 
  16,069,268 
Pharmaceuticals - 0.1%   
Arvinas Holding Co. LLC (a) 39,400 3,236,316 
IMARA, Inc. (a) 155,321 349,472 
Nabriva Therapeutics PLC (a)(b) 163,155 97,714 
Nabriva Therapeutics PLC warrants 6/1/22 (a) 1,049,672 11 
Nuvation Bio, Inc. (a) 40,528 344,488 
Terns Pharmaceuticals, Inc. 108,800 769,216 
  4,797,217 
TOTAL HEALTH CARE  353,313,780 
INDUSTRIALS - 3.2%   
Aerospace & Defense - 0.0%   
Space Exploration Technologies Corp. Class A (a)(c)(d) 1,300 728,000 
Building Products - 0.2%   
The AZEK Co., Inc. (a) 115,300 5,331,472 
View, Inc. (c) 179,413 666,430 
  5,997,902 
Electrical Equipment - 0.1%   
ESS Tech, Inc. Class A (a) 175,322 2,005,684 
FREYR Battery SA (a) 119,615 1,337,296 
  3,342,980 
Marine - 0.1%   
Golden Ocean Group Ltd. (b) 310,800 2,890,440 
Professional Services - 0.1%   
HireRight Holdings Corp. (b) 172,100 2,753,600 
Road & Rail - 2.7%   
Bird Global, Inc. (c) 87,563 540,264 
Bird Global, Inc. 403,387 2,240,008 
Bird Global, Inc.:   
rights 11/4/26 (a)(d) 15,639 86,327 
rights 11/4/26 (a)(d) 15,639 59,428 
rights 11/4/26 (a)(d) 15,638 38,000 
Lyft, Inc. (a) 509,116 21,754,527 
TuSimple Holdings, Inc. (a)(b) 52,800 1,892,880 
Uber Technologies, Inc. (a) 1,488,493 62,412,511 
  89,023,945 
TOTAL INDUSTRIALS  104,736,867 
INFORMATION TECHNOLOGY - 40.8%   
Electronic Equipment & Components - 0.4%   
Flex Ltd. (a) 354,552 6,498,938 
Jabil, Inc. 91,500 6,437,025 
TE Connectivity Ltd. 10,000 1,613,400 
  14,549,363 
IT Services - 9.3%   
Block, Inc. Class A (a) 126,200 20,382,562 
Cognizant Technology Solutions Corp. Class A 97,400 8,641,328 
Cyxtera Technologies, Inc. (c) 143,648 1,811,401 
Dlocal Ltd. (b) 415,765 14,838,653 
EPAM Systems, Inc. (a) 8,271 5,528,750 
Flywire Corp. (a)(b) 64,727 2,463,510 
Global Payments, Inc. 115,374 15,596,257 
GoDaddy, Inc. (a) 402,906 34,190,603 
Marqeta, Inc. Class A 206,200 3,540,454 
MasterCard, Inc. Class A 72,756 26,142,686 
MongoDB, Inc. Class A (a) 32,786 17,355,269 
Nuvei Corp. (a)(e) 390,326 25,302,765 
Payoneer Global, Inc. (c) 65,400 480,690 
PayPal Holdings, Inc. (a) 98,147 18,508,561 
Remitly Global, Inc. (b) 131,800 2,717,716 
Repay Holdings Corp. (a) 428,800 7,834,176 
Shift4 Payments, Inc. (a)(b) 147,500 8,544,675 
Snowflake Computing, Inc. (a) 6,286 2,129,383 
TaskUs, Inc. 148,600 8,018,456 
TDCX, Inc. ADR 70,800 1,355,820 
Thoughtworks Holding, Inc. 11,500 308,315 
Thoughtworks Holding, Inc. 146,169 3,722,851 
Twilio, Inc. Class A (a) 68,077 17,927,397 
Visa, Inc. Class A 99,433 21,548,125 
Wix.com Ltd. (a) 239,290 37,757,569 
  306,647,972 
Semiconductors & Semiconductor Equipment - 9.7%   
Applied Materials, Inc. 186,995 29,425,533 
Cirrus Logic, Inc. (a) 11,500 1,058,230 
GlobalFoundries, Inc. 267,400 17,372,978 
Lam Research Corp. 33,044 23,763,593 
Marvell Technology, Inc. 290,970 25,456,965 
Micron Technology, Inc. 371,155 34,573,088 
NVIDIA Corp. 412,452 121,306,258 
NXP Semiconductors NV 165,345 37,662,284 
ON Semiconductor Corp. (a) 389,439 26,450,697 
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR 24,200 2,911,502 
Wolfspeed, Inc. (a) 2,900 324,133 
  320,305,261 
Software - 18.6%   
Adobe, Inc. (a) 49,657 28,158,498 
Alkami Technology, Inc. (a) 119,673 2,400,640 
Anaplan, Inc. (a) 275,800 12,645,430 
Autodesk, Inc. (a) 39,185 11,018,430 
AvidXchange Holdings, Inc. 9,100 137,046 
Braze, Inc. 46,430 3,582,539 
BTRS Holdings, Inc. (a)(b) 68,000 531,760 
BTRS Holdings, Inc. (c) 235,499 1,841,602 
CCC Intelligent Solutions Holdings, Inc. (c) 26,636 303,384 
Ceridian HCM Holding, Inc. (a) 114,100 11,918,886 
Confluent, Inc. 56,200 4,284,688 
Coupa Software, Inc. (a) 19,160 3,028,238 
DoubleVerify Holdings, Inc. (a) 493,856 16,435,528 
Dynatrace, Inc. (a) 493,900 29,806,865 
Elastic NV (a) 72,081 8,872,450 
EngageSmart, Inc. 45,100 1,087,812 
Epic Games, Inc. (a)(c)(d) 8,216 7,466,865 
ForgeRock, Inc. (b) 9,800 261,562 
Freshworks, Inc. 16,000 420,160 
GitLab, Inc. 9,800 852,600 
HashiCorp, Inc. (b) 91,994 8,375,134 
HubSpot, Inc. (a) 33,493 22,076,911 
Intapp, Inc. 411,400 10,350,824 
Intuit, Inc. 39,590 25,465,080 
Latch, Inc. (a)(b) 218,500 1,654,045 
Lightspeed Commerce, Inc. (Canada) (a) 344,537 13,912,763 
Microsoft Corp. 759,744 255,517,103 
Pine Labs Private Ltd. (c)(d) 2,299 1,400,827 
RingCentral, Inc. (a) 21,917 4,106,150 
Riskified Ltd.:   
Class A 71,887 536,780 
Class B 143,774 1,073,560 
Salesforce.com, Inc. (a) 230,031 58,457,778 
Samsara, Inc. 5,100 143,361 
SentinelOne, Inc. (b) 15,000 757,350 
ServiceNow, Inc. (a) 27,818 18,056,942 
Stripe, Inc. Class B (a)(c)(d) 10,400 434,928 
Synopsys, Inc. (a) 5,300 1,953,050 
The Trade Desk, Inc. (a) 161,250 14,776,950 
UiPath, Inc. Class A (a) 151,800 6,547,134 
Unity Software, Inc. (a) 2,300 328,877 
UserTesting, Inc. (a)(b) 719 6,054 
Viant Technology, Inc. 191,401 1,857,547 
Volue A/S (a) 309,200 2,048,880 
Workday, Inc. Class A (a) 37,393 10,215,020 
Zoom Video Communications, Inc. Class A (a) 37,000 6,804,670 
  611,912,701 
Technology Hardware, Storage & Peripherals - 2.8%   
Apple, Inc. 516,204 91,662,344 
IonQ, Inc. (c) 87,900 1,467,930 
  93,130,274 
TOTAL INFORMATION TECHNOLOGY  1,346,545,571 
MATERIALS - 1.8%   
Metals & Mining - 1.8%   
Freeport-McMoRan, Inc. 1,388,000 57,921,240 
UTILITIES - 1.1%   
Electric Utilities - 0.4%   
ORSTED A/S (e) 105,394 13,497,505 
Independent Power and Renewable Electricity Producers - 0.7%   
NextEra Energy Partners LP 263,200 22,214,080 
TOTAL UTILITIES  35,711,585 
TOTAL COMMON STOCKS   
(Cost $1,905,965,189)  3,205,272,340 
Preferred Stocks - 2.3%   
Convertible Preferred Stocks - 1.9%   
COMMUNICATION SERVICES - 0.0%   
Diversified Telecommunication Services - 0.0%   
Starry, Inc. Series D (a)(c) 236,200 360,916 
CONSUMER DISCRETIONARY - 0.3%   
Automobiles - 0.0%   
Rad Power Bikes, Inc.:   
Series A (c)(d) 7,410 71,016 
Series C (c)(d) 29,156 279,425 
Series D (c)(d) 54,800 525,192 
  875,633 
Internet & Direct Marketing Retail - 0.3%   
GoBrands, Inc. Series G (c)(d) 10,300 4,001,447 
Instacart, Inc.:   
Series H (a)(c)(d) 39,942 4,267,403 
Series I (c)(d) 13,388 1,430,374 
  9,699,224 
TOTAL CONSUMER DISCRETIONARY  10,574,857 
CONSUMER STAPLES - 0.4%   
Food & Staples Retailing - 0.1%   
Blink Health, Inc. Series C (a)(c)(d) 40,445 1,544,190 
Food Products - 0.1%   
Bowery Farming, Inc. Series C1 (c)(d) 57,277 3,450,899 
Tobacco - 0.2%   
JUUL Labs, Inc.:   
Series C (a)(c)(d) 131,549 6,797,137 
Series D (a)(c)(d) 741 38,287 
  6,835,424 
TOTAL CONSUMER STAPLES  11,830,513 
FINANCIALS - 0.0%   
Diversified Financial Services - 0.0%   
Sonder Holdings, Inc.:   
Series D1 (a)(c) 28,666 356,671 
Series E (a)(c) 122,861 1,528,672 
  1,885,343 
INDUSTRIALS - 0.6%   
Aerospace & Defense - 0.3%   
Relativity Space, Inc. Series E (c)(d) 149,903 3,423,050 
Space Exploration Technologies Corp.:   
Series I (a)(c)(d) 3,941 2,206,960 
Series N (a)(c)(d) 8,100 4,536,000 
  10,166,010 
Construction & Engineering - 0.2%   
Beta Technologies, Inc. Series A (c)(d) 64,780 4,746,431 
Road & Rail - 0.1%   
Convoy, Inc. Series D (a)(c)(d) 197,216 3,253,650 
Transportation Infrastructure - 0.0%   
Delhivery Private Ltd. Series H (c)(d) 1,519 727,116 
TOTAL INDUSTRIALS  18,893,207 
INFORMATION TECHNOLOGY - 0.5%   
Communications Equipment - 0.1%   
Meesho Series F (c)(d) 32,200 2,468,848 
Xsight Labs Ltd. Series D (c)(d) 74,300 741,514 
  3,210,362 
Electronic Equipment & Components - 0.0%   
Enevate Corp. Series E (c)(d) 1,172,546 1,299,983 
IT Services - 0.2%   
ByteDance Ltd. Series E1 (a)(c)(d) 17,456 2,164,544 
Yanka Industries, Inc.:   
Series E (a)(c)(d) 53,172 1,694,953 
Series F (c)(d) 55,568 1,771,330 
  5,630,827 
Semiconductors & Semiconductor Equipment - 0.1%   
GaN Systems, Inc.:   
Series F1 (c)(d) 44,969 381,337 
Series F2 (c)(d) 23,746 201,366 
SiMa.ai Series B (c)(d) 171,100 1,117,283 
Tenstorrent, Inc. Series C1 (c)(d) 4,700 352,688 
  2,052,674 
Software - 0.1%   
Databricks, Inc. Series G (c)(d) 9,000 1,984,072 
Mountain Digital, Inc. Series D (c)(d) 118,780 2,727,818 
Stripe, Inc. Series H (c)(d) 4,500 188,190 
  4,900,080 
TOTAL INFORMATION TECHNOLOGY  17,093,926 
MATERIALS - 0.1%   
Metals & Mining - 0.1%   
Diamond Foundry, Inc. Series C (c)(d) 99,028 2,608,398 
TOTAL CONVERTIBLE PREFERRED STOCKS  63,247,160 
Nonconvertible Preferred Stocks - 0.4%   
COMMUNICATION SERVICES - 0.0%   
Diversified Telecommunication Services - 0.0%   
Starry, Inc. Series E1 (c) 659,560 1,007,814 
CONSUMER DISCRETIONARY - 0.0%   
Automobiles - 0.0%   
Neutron Holdings, Inc. Series 1C (a)(c)(d) 1,673,000 133,840 
Waymo LLC Series A2 (a)(c)(d) 7,496 687,548 
  821,388 
FINANCIALS - 0.1%   
Diversified Financial Services - 0.1%   
Thriveworks TopCo LLC Series B (c)(d)(f) 92,987 2,669,025 
INFORMATION TECHNOLOGY - 0.3%   
IT Services - 0.1%   
Gupshup, Inc. (c)(d) 70,900 1,621,143 
Software - 0.2%   
Pine Labs Private Ltd.:   
Series 1 (c)(d) 5,494 3,347,604 
Series A (c)(d) 1,373 836,596 
Series B (c)(d) 1,494 910,324 
Series B2 (c)(d) 1,208 736,059 
Series C (c)(d) 2,247 1,369,142 
Series C1 (c)(d) 473 288,208 
Series D (c)(d) 506 308,316 
  7,796,249 
TOTAL INFORMATION TECHNOLOGY  9,417,392 
TOTAL NONCONVERTIBLE PREFERRED STOCKS  13,915,619 
TOTAL PREFERRED STOCKS   
(Cost $56,982,590)  77,162,779 
 Principal Amount Value 
Convertible Bonds - 0.1%   
CONSUMER DISCRETIONARY - 0.1%   
Automobiles - 0.1%   
Neutron Holdings, Inc.:   
0% 10/27/25 (c)(d) 1,609,900 1,609,900 
4% 5/22/27 (c)(d) 130,700 130,700 
4% 6/12/27 (c)(d) 35,600 35,600 
TOTAL CONVERTIBLE BONDS   
(Cost $1,776,200)  1,776,200 
Preferred Securities - 0.2%   
CONSUMER DISCRETIONARY - 0.1%   
Internet & Direct Marketing Retail - 0.1%   
Circle Internet Financial Ltd. 0% (c)(g) 3,486,300 4,100,145 
INFORMATION TECHNOLOGY - 0.1%   
Electronic Equipment & Components - 0.0%   
Enevate Corp. 0% 1/29/23 (c)(d) 499,219 499,219 
Semiconductors & Semiconductor Equipment - 0.1%   
GaN Systems, Inc. 0% (c)(d)(g) 1,054,022 1,054,022 
Tenstorrent, Inc. 0% (c)(d)(g) 260,000 260,000 
  1,314,022 
TOTAL INFORMATION TECHNOLOGY  1,813,241 
TOTAL PREFERRED SECURITIES   
(Cost $5,299,541)  5,913,386 
 Shares Value 
Money Market Funds - 3.9%   
Fidelity Cash Central Fund 0.08% (h) 3,495,682 3,496,381 
Fidelity Securities Lending Cash Central Fund 0.08% (h)(i) 124,790,964 124,803,443 
TOTAL MONEY MARKET FUNDS   
(Cost $128,299,824)  128,299,824 
Equity Funds - 0.3%   
Domestic Equity Funds - 0.3%   
iShares Russell 1000 Growth Index ETF (b)   
(Cost $8,931,794) 29,600 9,045,464 
TOTAL INVESTMENT IN SECURITIES - 104.0%   
(Cost $2,107,255,138)  3,427,469,993 
NET OTHER ASSETS (LIABILITIES) - (4.0)%  (131,123,962) 
NET ASSETS - 100%  $3,296,346,031 

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) 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 $137,355,352 or 4.2% of net assets.

 (d) Level 3 security

 (e) 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 $51,108,635 or 1.6% of net assets.

 (f) Investment is owned by a wholly-owned subsidiary (Subsidiary) that is treated as a corporation for U.S. tax purposes.

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

 (h) 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.

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

Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
Beta Technologies, Inc. Series A 4/9/21 $4,746,431 
Bird Global, Inc. 5/11/21 $875,630 
Blink Health, Inc. Series A1 12/30/20 $225,578 
Blink Health, Inc. Series C 11/7/19 - 7/14/21 $1,544,028 
Bombas LLC 2/16/21 - 11/12/21 $3,539,531 
Bowery Farming, Inc. Series C1 5/18/21 $3,450,899 
BTRS Holdings, Inc. 1/12/21 $2,354,990 
ByteDance Ltd. Series E1 11/18/20 $1,912,727 
Cazoo Group Ltd. 3/28/21 $379,000 
CCC Intelligent Solutions Holdings, Inc. 2/2/21 $266,360 
Circle Internet Financial Ltd. 0% 5/11/21 $3,486,300 
Convoy, Inc. Series D 10/30/19 $2,670,305 
Cyxtera Technologies, Inc. 2/21/21 $1,436,480 
Databricks, Inc. Series G 2/1/21 $1,596,311 
Delhivery Private Ltd. Series H 5/20/21 $741,460 
Diamond Foundry, Inc. Series C 3/15/21 $2,376,672 
Enevate Corp. Series E 1/29/21 $1,299,984 
Enevate Corp. 0% 1/29/23 1/29/21 $499,219 
Epic Games, Inc. 7/13/20 - 3/29/21 $6,646,200 
FSN E-Commerce Ventures Private Ltd. 10/7/20 - 10/26/20 $994,523 
GaN Systems, Inc. Series F1 11/30/21 $381,337 
GaN Systems, Inc. Series F2 11/30/21 $201,366 
GaN Systems, Inc. 0% 11/30/21 $1,054,022 
GoBrands, Inc. Series G 3/2/21 $2,572,088 
Grab Holdings Ltd. 4/12/21 $4,241,410 
Gupshup, Inc. 6/8/21 $1,621,143 
Instacart, Inc. Series H 11/13/20 $2,396,520 
Instacart, Inc. Series I 2/26/21 $1,673,500 
Ion Acquisition Corp. 2 Ltd. 6/24/21 $1,410,620 
IonQ, Inc. 3/7/21 $879,000 
JUUL Labs, Inc. Class B 11/21/17 $0 
JUUL Labs, Inc. Series C 5/22/15 $0 
JUUL Labs, Inc. Series D 6/25/18 $0 
Local Bounti Corp. 6/17/21 $2,844,980 
Meesho Series F 9/21/21 $2,468,848 
Mountain Digital, Inc. Series D 11/5/21 $2,727,818 
Neutron Holdings, Inc. 2/4/21 $1,066 
Neutron Holdings, Inc. Series 1C 7/3/18 $305,891 
Neutron Holdings, Inc. 0% 10/27/25 10/29/21 $1,609,900 
Neutron Holdings, Inc. 4% 5/22/27 6/4/20 $130,700 
Neutron Holdings, Inc. 4% 6/12/27 6/12/20 $35,600 
P3 Health Partners, Inc. 5/25/21 $2,859,140 
Payoneer Global, Inc. 2/3/21 $654,000 
Pine Labs Private Ltd. 6/30/21 $857,205 
Pine Labs Private Ltd. Series 1 6/30/21 $2,048,493 
Pine Labs Private Ltd. Series A 6/30/21 $511,937 
Pine Labs Private Ltd. Series B 6/30/21 $557,053 
Pine Labs Private Ltd. Series B2 6/30/21 $450,415 
Pine Labs Private Ltd. Series C 6/30/21 $837,816 
Pine Labs Private Ltd. Series C1 6/30/21 $176,363 
Pine Labs Private Ltd. Series D 6/30/21 $188,667 
Rad Power Bikes, Inc. 1/21/21 $274,158 
Rad Power Bikes, Inc. Series A 1/21/21 $35,745 
Rad Power Bikes, Inc. Series C 1/21/21 $140,644 
Rad Power Bikes, Inc. Series D 9/17/21 $525,192 
Relativity Space, Inc. Series E 5/27/21 $3,423,050 
Sema4 Holdings Corp. 2/9/21 $302,000 
SiMa.ai Series B 5/10/21 $877,298 
Sonder Holdings, Inc. Series D1 12/20/19 $300,878 
Sonder Holdings, Inc. Series E 4/3/20 - 5/6/20 $1,322,833 
Space Exploration Technologies Corp. Class A 2/16/21 $545,987 
Space Exploration Technologies Corp. Series I 4/5/18 $666,029 
Space Exploration Technologies Corp. Series N 8/4/20 $2,187,000 
Starling Bank Ltd. Series D 6/18/21 $1,812,737 
Starry, Inc. Series D 7/30/20 $337,766 
Starry, Inc. Series E1 9/4/20 $927,692 
Stripe, Inc. Class B 5/18/21 $417,335 
Stripe, Inc. Series H 3/15/21 $180,563 
Tenstorrent, Inc. Series C1 4/23/21 $279,435 
Tenstorrent, Inc. 0% 4/23/21 $260,000 
The Beachbody Co., Inc. 2/9/21 $1,193,540 
The Oncology Institute, Inc. 6/28/21 $1,125,360 
Thriveworks TopCo LLC Series B 7/23/21 $2,669,025 
View, Inc. 3/5/21 $1,794,130 
Vivid Seats, Inc. 4/21/21 $3,491,750 
Waymo LLC Series A2 5/8/20 $643,661 
WeWork, Inc. 3/25/21 $2,960,270 
Xsight Labs Ltd. Series D 2/16/21 $594,103 
Yanka Industries, Inc. Series E 5/15/20 $642,275 
Yanka Industries, Inc. Series F 4/8/21 $1,771,330 
Zomato Ltd. 12/9/20 - 2/10/21 $1,100,721 

Affiliated Central Funds

Fiscal year to date information regarding the Fund's investments in Fidelity Central Funds, including the ownership percentage, is presented below.

Fund Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain/Loss Change in Unrealized appreciation (depreciation) Value, end of period % ownership, end of period 
Fidelity Cash Central Fund 0.08% $6,556,539 $598,495,048 $601,554,658 $3,608  $(548) $-- $3,496,381 0.0% 
Fidelity Securities Lending Cash Central Fund 0.08% 113,740,484 564,873,474  553,810,515  597,621 -- -- 124,803,443 0.4% 
Total $120,297,023 $1,163,368,522  $1,155,365,173  $601,229  $(548) $-- $128,299,824  

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.

Investment Valuation

The following is a summary of the inputs used, as of December 31, 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 $679,001,643 $677,632,913 $1,368,730 $-- 
Consumer Discretionary 514,744,534 443,049,952 53,800,910 17,893,672 
Consumer Staples 29,468,421 17,291,048 -- 12,177,373 
Energy 36,550,856 36,550,856 -- -- 
Financials 76,427,699 68,184,818 3,797,536 4,445,345 
Health Care 353,313,780 346,490,459 6,823,321 -- 
Industrials 123,630,074 100,918,674 2,906,438 19,804,962 
Information Technology 1,373,056,889 1,329,860,880 7,382,071 35,813,938 
Materials 60,529,638 57,921,240 -- 2,608,398 
Utilities 35,711,585 22,214,080 13,497,505 -- 
Corporate Bonds 1,776,200 -- -- 1,776,200 
Preferred Securities 5,913,386 -- 4,100,145 1,813,241 
Money Market Funds 128,299,824 128,299,824 -- -- 
Equity Funds 9,045,464 9,045,464 -- -- 
Total Investments in Securities: $3,427,469,993 $3,237,460,208 $93,676,656 $96,333,129 
Net unrealized depreciation on unfunded commitments $(97,283) $-- $(97,283) $-- 

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:  
Information Technology  
Beginning Balance $ 11,656,262 
Net Realized Gain (Loss) on Investment Securities -- 
Net Unrealized Gain (Loss) on Investment Securities  6,567,917 
Cost of Purchases  25,531,820 
Proceeds of Sales -- 
Amortization/Accretion -- 
Transfers into Level 3 -- 
Transfers out of Level 3 (7,942,061) 
Ending Balance $ 35,813,938 
The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2021 $ 6,567,917 
Other Investments in Securities  
Beginning Balance $ 31,239,359 
Net Realized Gain (Loss) on Investment Securities -- 
Net Unrealized Gain (Loss) on Investment Securities  7,975,386 
Cost of Purchases  32,611,967 
Proceeds of Sales (984,390) 
Amortization/Accretion -- 
Transfers into Level 3 -- 
Transfers out of Level 3 (10,323,131) 
Ending Balance $ 60,519,191 
The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2021 $ 8,034,244 

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Cost of purchases and proceeds of sales may include securities received and/or delivered through in-kind transactions. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund’s Statement of Operations.

Other Information

Distribution of investments by country or territory of incorporation, as a percentage of Total Net Assets, is as follows (Unaudited):

United States of America 88.3% 
Cayman Islands 3.0% 
Israel 2.1% 
India 1.7% 
Netherlands 1.6% 
Canada 1.4% 
Others (Individually Less Than 1%) 1.9% 
 100.0% 

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


Financial Statements

Statement of Assets and Liabilities

  December 31, 2021 
Assets   
Investment in securities, at value (including securities loaned of $120,209,956) — See accompanying schedule:
Unaffiliated issuers (cost $1,978,955,314) 
$3,299,170,169  
Fidelity Central Funds (cost $128,299,824) 128,299,824  
Total Investment in Securities (cost $2,107,255,138)  $3,427,469,993 
Cash  28,451 
Receivable for investments sold  1,240,106 
Receivable for fund shares sold  1,538,607 
Dividends receivable  371,231 
Interest receivable  10,445 
Distributions receivable from Fidelity Central Funds  85,217 
Prepaid expenses  3,211 
Other receivables  502,898 
Total assets  3,431,250,159 
Liabilities   
Payable for investments purchased $1,595,154  
Unrealized depreciation on unfunded commitments 97,283  
Payable for fund shares redeemed 3,041,671  
Accrued management fee 1,429,274  
Distribution and service plan fees payable 278,920  
Other affiliated payables 342,651  
Other payables and accrued expenses 3,322,948  
Collateral on securities loaned 124,796,227  
Total liabilities  134,904,128 
Net Assets  $3,296,346,031 
Net Assets consist of:   
Paid in capital  $1,567,018,386 
Total accumulated earnings (loss)  1,729,327,645 
Net Assets  $3,296,346,031 
Net Asset Value and Maximum Offering Price   
Initial Class:   
Net Asset Value, offering price and redemption price per share ($471,979,907 ÷ 5,955,239 shares)  $79.25 
Service Class:   
Net Asset Value, offering price and redemption price per share ($157,796,850 ÷ 1,995,824 shares)  $79.06 
Service Class 2:   
Net Asset Value, offering price and redemption price per share ($1,304,133,895 ÷ 16,802,188 shares)  $77.62 
Investor Class:   
Net Asset Value, offering price and redemption price per share ($1,362,435,379 ÷ 17,338,028 shares)  $78.58 

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


Statement of Operations

  Year ended December 31, 2021 
Investment Income   
Dividends  $9,934,087 
Interest  9,045 
Income from Fidelity Central Funds (including $597,621 from security lending)  601,229 
Total income  10,544,361 
Expenses   
Management fee $17,291,087  
Transfer agent fees 3,121,748  
Distribution and service plan fees 3,274,139  
Accounting fees 962,616  
Custodian fees and expenses 133,521  
Independent trustees' fees and expenses 11,323  
Audit 77,772  
Legal 14,010  
Interest 7,935  
Miscellaneous 12,850  
Total expenses before reductions 24,907,001  
Expense reductions (51,569)  
Total expenses after reductions  24,855,432 
Net investment income (loss)  (14,311,071) 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (net of foreign taxes of $637,507) 518,796,084  
Fidelity Central Funds (548)  
Foreign currency transactions (4,590)  
Total net realized gain (loss)  518,790,946 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers (net of increase in deferred foreign taxes of $962,280) (157,660,903)  
Unfunded commitments (97,283)  
Assets and liabilities in foreign currencies (7,914)  
Total change in net unrealized appreciation (depreciation)  (157,766,100) 
Net gain (loss)  361,024,846 
Net increase (decrease) in net assets resulting from operations  $346,713,775 

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


Statement of Changes in Net Assets

 Year ended December 31, 2021 Year ended December 31, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $(14,311,071) $(4,626,867) 
Net realized gain (loss) 518,790,946 237,350,499 
Change in net unrealized appreciation (depreciation) (157,766,100) 888,836,913 
Net increase (decrease) in net assets resulting from operations 346,713,775 1,121,560,545 
Distributions to shareholders (290,996,278) (111,120,843) 
Share transactions - net increase (decrease) 275,469,006 405,543,918 
Total increase (decrease) in net assets 331,186,503 1,415,983,620 
Net Assets   
Beginning of period 2,965,159,528 1,549,175,908 
End of period $3,296,346,031 $2,965,159,528 

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


Financial Highlights

VIP Growth Opportunities Portfolio Initial Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $77.54 $48.86 $38.01 $36.08 $31.06 
Income from Investment Operations      
Net investment income (loss)A (.24) (.06) .09B .03 .13 
Net realized and unrealized gain (loss) 9.38 32.11 14.54 4.19 9.54 
Total from investment operations 9.14 32.05 14.63 4.22 9.67 
Distributions from net investment income – (.01) (.07) (.05) (.10) 
Distributions from net realized gain (7.43) (3.36) (3.71) (2.24) (4.54) 
Total distributions (7.43) (3.37) (3.78) (2.29) (4.65)C 
Net asset value, end of period $79.25 $77.54 $48.86 $38.01 $36.08 
Total ReturnD,E 11.94% 68.66% 40.84% 12.46% 34.47% 
Ratios to Average Net AssetsF,G      
Expenses before reductions .62% .64% .64% .65% .67% 
Expenses net of fee waivers, if any .62% .64% .64% .65% .66% 
Expenses net of all reductions .62% .63% .64% .65% .66% 
Net investment income (loss) (.30)% (.10)% .20%B .09% .40% 
Supplemental Data      
Net assets, end of period (000 omitted) $471,980 $470,897 $284,621 $187,106 $167,740 
Portfolio turnover rateH 82% 65% 49% 39% 54% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.07 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been .03%.

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

 D Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

 F 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.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment adviser, 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.

 H 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.


VIP Growth Opportunities Portfolio Service Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $77.37 $48.77 $37.95 $36.02 $31.01 
Income from Investment Operations      
Net investment income (loss)A (.32) (.12) .04B C .10 
Net realized and unrealized gain (loss) 9.35 32.04 14.52 4.17 9.52 
Total from investment operations 9.03 31.92 14.56 4.17 9.62 
Distributions from net investment income – C (.02) (.04) (.07) 
Distributions from net realized gain (7.34) (3.31) (3.71) (2.20) (4.54) 
Total distributions (7.34) (3.32)D (3.74)D (2.24) (4.61) 
Net asset value, end of period $79.06 $77.37 $48.77 $37.95 $36.02 
Total ReturnE,F 11.83% 68.49% 40.70% 12.35% 34.36% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .72% .74% .74% .75% .77% 
Expenses net of fee waivers, if any .72% .74% .74% .75% .76% 
Expenses net of all reductions .72% .73% .74% .75% .76% 
Net investment income (loss) (.40)% (.20)% .10%B (.01)% .30% 
Supplemental Data      
Net assets, end of period (000 omitted) $157,797 $163,452 $111,145 $94,561 $102,730 
Portfolio turnover rateI 82% 65% 49% 39% 54% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.07 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been (.07) %.

 C Amount represents less than $.005 per share.

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

 E Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Growth Opportunities Portfolio Service Class 2

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $76.08 $48.05 $37.46 $35.60 $30.71 
Income from Investment Operations      
Net investment income (loss)A (.44) (.20) (.02)B (.06) .05 
Net realized and unrealized gain (loss) 9.22 31.50 14.31 4.13 9.42 
Total from investment operations 8.78 31.30 14.29 4.07 9.47 
Distributions from net investment income – – – (.03) (.04) 
Distributions from net realized gain (7.24) (3.27) (3.70) (2.17) (4.54) 
Total distributions (7.24) (3.27) (3.70) (2.21)C (4.58) 
Net asset value, end of period $77.62 $76.08 $48.05 $37.46 $35.60 
Total ReturnD,E 11.68% 68.21% 40.49% 12.18% 34.17% 
Ratios to Average Net AssetsF,G      
Expenses before reductions .87% .88% .89% .90% .91% 
Expenses net of fee waivers, if any .87% .88% .89% .90% .91% 
Expenses net of all reductions .87% .88% .89% .90% .91% 
Net investment income (loss) (.55)% (.35)% (.05)%B (.16)% .15% 
Supplemental Data      
Net assets, end of period (000 omitted) $1,304,134 $1,079,778 $505,917 $273,228 $193,945 
Portfolio turnover rateH 82% 65% 49% 39% 54% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.07 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been (.22) %.

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

 D Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

 F 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.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment adviser, 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.

 H 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.


VIP Growth Opportunities Portfolio Investor Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $76.94 $48.52 $37.78 $35.88 $30.91 
Income from Investment Operations      
Net investment income (loss)A (.30) (.10) .05B C .10 
Net realized and unrealized gain (loss) 9.31 31.86 14.44 4.16 9.49 
Total from investment operations 9.01 31.76 14.49 4.16 9.59 
Distributions from net investment income – (.01) (.04) (.04) (.08) 
Distributions from net realized gain (7.37) (3.33) (3.71) (2.22) (4.54) 
Total distributions (7.37) (3.34) (3.75) (2.26) (4.62) 
Net asset value, end of period $78.58 $76.94 $48.52 $37.78 $35.88 
Total ReturnD,E 11.87% 68.52% 40.71% 12.37% 34.38% 
Ratios to Average Net AssetsF,G      
Expenses before reductions .70% .71% .72% .73% .75% 
Expenses net of fee waivers, if any .70% .71% .72% .73% .75% 
Expenses net of all reductions .70% .71% .72% .73% .74% 
Net investment income (loss) (.38)% (.18)% .12%B .01% .32% 
Supplemental Data      
Net assets, end of period (000 omitted) $1,362,435 $1,251,032 $647,493 $347,473 $243,040 
Portfolio turnover rateH 82% 65% 49% 39% 54% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.07 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been (.05) %.

 C Amount represents less than $.005 per share.

 D Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

 F 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.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment adviser, 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.

 H 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 December 31, 2021

1. Organization.

VIP Growth Opportunities Portfolio (the Fund) is a fund of Variable Insurance Products Fund III (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 Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class.

2. Investments in Fidelity Central Funds.

Funds may invest in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Schedule of Investments lists any Fidelity Central Funds held as an investment as of period end, but does not include the underlying holdings of each Fidelity Central Fund. An investing fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the investing fund. These strategies are consistent with the investment objectives of the investing fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the investing fund.

Fidelity Central Fund Investment Manager Investment Objective Investment Practices Expense Ratio(a) 
Fidelity Money Market Central Funds Fidelity Management & Research Company LLC (FMR) Each fund seeks to obtain a high level of current income consistent with the preservation of capital and liquidity. Short-term Investments Less than .005% 

 (a) Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual shareholder report.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, and are not covered by the Report of Independent Registered Public Accounting Firm, are available on the Securities and Exchange Commission website or upon request.

3. 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) 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:

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, 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. Securities, including private placements or other restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach, the income approach and cost approach, and are categorized as Level 3 in the hierarchy. The market approach considers factors including the price of recent investments in the same or a similar security or financial metrics of comparable securities. The income approach considers factors including expected future cash flows, security specific risks and corresponding discount rates. The cost approach considers factors including the value of the security's underlying assets and liabilities.

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 and preferred securities 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.

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.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type Fair Value Valuation Technique(s) Unobservable Input Amount or Range/Weighted Average Impact to Valuation from an Increase in Input(a) 
Equities $92,743,688 Market comparable Discount rate 40.0% - 45.0% / 44.7% Decrease 
   Discount for Lack of Marketability 10.0% Decrease 
   Enterprise Value/EBITDA multiple (EV/EBITDA) 22.5 Increase 
   Enterprise value/Sales multiple (EV/S) 2.6 - 11.5 / 6.2 Increase 
   Enterprise value/Gross Profit (EV/GP) 14.3 Increase 
  Market approach Transaction price $1.11 - $609.32 / $201.94 Increase 
   Premium rate 24.8% - 27.4% / 26.3% Increase 
  Recovery value Recovery value 2.4% - 5.5% / 4.3% Increase 
   Discount for Lack of Marketability 5.0% Decrease 
Corporate Bonds $1,776,200 Market approach Transaction price $100.00 Increase 
Preferred Securities $1,813,241 Market approach Transaction price $100.00 Increase 

 (a) Represents the directional change in the fair value of the Level 3 investments that could have resulted from an increase in the corresponding input as of period end. A decrease to the unobservable input would have had the opposite effect. Significant changes in these inputs may have resulted in a significantly higher or lower fair value measurement at period end.

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 December 31, 2021, as well as a roll forward of Level 3 investments, 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. Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of a fund include an amount in addition to trade execution, which may be rebated back to a fund. Any such rebates are included in net realized gain (loss) on investments in the Statement of Operations. 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. 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. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Funds may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. Any withholding tax reclaims income is included in the Statement of Operations in dividends. Any receivables for withholding tax reclaims are included in the Statement of Assets and Liabilities in dividends receivable.

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

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 December 31, 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 declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), net operating losses and losses deferred 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 $1,487,700,310 
Gross unrealized depreciation (191,451,300) 
Net unrealized appreciation (depreciation) $1,296,249,010 
Tax Cost $2,131,123,700 

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

Undistributed long-term capital gain $455,452,832 
Net unrealized appreciation (depreciation) on securities and other investments $1,296,247,393 

The Fund intends to elect to defer to its next fiscal year $19,615,754 of capital losses recognized during the period November 1,2021 to December 31, 2021.

The tax character of distributions paid was as follows:

 December 31, 2021 December 31, 2020 
Ordinary Income $100,584,367 $ 29,809,741 
Long-term Capital Gains 190,411,911 81,311,102 
Total $290,996,278 $ 111,120,843 

Restricted Securities (including Private Placements). Funds 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 held at period end is included at the end of the Schedule of Investments, if applicable.

Special Purpose Acquisition Companies. Funds may invest in stock, warrants, and other securities of special purpose acquisition companies (SPACs) or similar special purpose entities. A SPAC is a publicly traded company that raises investment capital via an initial public offering (IPO) for the purpose of acquiring the equity securities of one or more existing companies via merger, business combination, acquisition or other similar transactions within a designated time frame.

Private Investment in Public Equity. Funds may acquire equity securities of an issuer through a private investment in a public equity (PIPE) transaction, including through commitments to purchase securities on a when-issued basis. A PIPE typically involves the purchase of securities directly from a publicly traded company in a private placement transaction. Securities purchased through PIPE transactions will be restricted from trading and considered illiquid until a resale registration statement for the shares is filed and declared effective.

At period end, the Fund had commitments to purchase when-issued securities through PIPE transactions with SPACs. The commitments are contingent upon the SPACs acquiring the securities of target companies. Unrealized appreciation (depreciation) on these commitments is separately presented in the Statements of Assets and Liabilities as Unrealized appreciation (depreciation) on unfunded commitments, and in the Statement of Operations as Change in unrealized appreciation (depreciation) on unfunded commitments.

Consolidated Subsidiary. The Funds included in the table below hold certain investments through a wholly-owned subsidiary ("Subsidiary"), which may be subject to federal and state taxes upon disposition.

As of period end, investments in Subsidiaries were as follows:

 $ Amount % of Net Assets 
VIP Growth Opportunities Portfolio 2,669,025 .08 

The financial statements have been consolidated to include the Subsidiary accounts where applicable. Accordingly, all inter-company transactions and balances have been eliminated.

At period end, any estimated tax liability for these investments is presented as "Deferred taxes" in the Statement of Assets and Liabilities and included in "Change in net unrealized appreciation (depreciation) on investment securities" in the Statement of Operations. The tax liability incurred may differ materially depending on conditions when these investments are disposed. Any cash held by a Subsidiary is restricted as to its use and is presented as "Restricted cash" in the Statement of Assets and Liabilities, if applicable.

4. Purchases and Sales of Investments.

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

 Purchases ($) Sales ($) 
VIP Growth Opportunities Portfolio 2,676,464,785 2,700,397,434 

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company LLC (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .23% during the period. The group fee rate is based upon the monthly average net assets of a group of registered investment companies with which the investment adviser has management contracts. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .52% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Company LLC (FDC), an affiliate of the investment adviser, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets.

For the period, total fees, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services, were as follows:

Service Class $164,373 
Service Class 2 3,109,766 
 $3,274,139 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company LLC (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class pays a fee for transfer agent services, typesetting and printing and mailing of shareholder reports, excluding mailing of proxy statements. For the period, transfer agent fees for each class were as follows:

 Amount % of Class-Level Average Net Assets 
Initial Class $315,414 .06 
Service Class 103,454 .06 
Service Class 2 782,872 .06 
Investor Class 1,920,008 .14 
 $3,121,748  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. For the period, the fees were equivalent to the following annual rates:

 % of Average Net Assets 
VIP Growth Opportunities Portfolio .03 

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 
VIP Growth Opportunities Portfolio $43,475 

Interfund Lending Program. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the Fund, along with other registered investment companies having management contracts with Fidelity Management & Research Company LLC (FMR), or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the Fund to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. Activity in this program during the period for which loans were outstanding was as follows:

 Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
VIP Growth Opportunities Portfolio Borrower $9,009,250 .30% $7,821 

Interfund Trades. Funds may purchase from or sell securities to other Fidelity Funds 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. Interfund trades during the period are noted in the table below.

 Purchases ($) Sales ($) Realized Gain (Loss) ($) 
VIP Growth Opportunities Portfolio 254,139,918 125,476,328 28,415,675 

Other. During the period, the investment adviser reimbursed the Fund for certain losses as follows:

 Amount ($) 
VIP Growth Opportunities Portfolio 3,144 

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

 Amount 
VIP Growth Opportunities Portfolio $5,636 

7. Security Lending.

Funds lend portfolio securities from time to time in order to earn additional income. Lending agents are used, including National Financial Services (NFS), an affiliate of the investment adviser. Pursuant to a securities lending agreement, NFS will receive a fee, which is capped at 9.9% of a fund's daily lending revenue, for its services as lending agent. A fund may lend securities to certain qualified borrowers, including NFS. 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. Affiliated security lending activity, if any, was as follows:

 Total Security Lending Fees Paid to NFS Security Lending Income From Securities Loaned to NFS Value of Securities Loaned to NFS at Period End 
VIP Growth Opportunities Portfolio $63,676 $14,144 $– 

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 
VIP Growth Opportunities Portfolio $7,339,000 .56% $114 

9. Expense Reductions.

During the period the investment adviser or an affiliate reimbursed and/or waived a portion of fund-level operating expenses in the amount of $51,569.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended
December 31, 2021 
Year ended
December 31, 2020 
VIP Growth Opportunities Portfolio   
Distributions to shareholders   
Initial Class $44,683,955 $19,773,811 
Service Class 15,002,730 7,324,810 
Service Class 2 106,914,640 37,307,036 
Investor Class 124,394,953 46,715,186 
Total $290,996,278 $111,120,843 

11. Share Transactions.

Transactions for each class of shares were as follows and may contain in-kind transactions:

 Shares Shares Dollars Dollars 
 Year ended December 31, 2021 Year ended December 31, 2020 Year ended December 31, 2021 Year ended December 31, 2020 
VIP Growth Opportunities Portfolio     
Initial Class     
Shares sold 798,604 1,516,142 $64,046,280 $87,925,044 
Reinvestment of distributions 562,222 364,216 44,683,955 19,773,811 
Shares redeemed (1,478,756) (1,632,375) (117,097,350) (90,133,836) 
Net increase (decrease) (117,930) 247,983 $(8,367,115) $17,565,019 
Service Class     
Shares sold 131,744 282,747 $10,555,172 $16,690,237 
Reinvestment of distributions 189,152 136,262 15,002,730 7,324,810 
Shares redeemed (437,810) (585,221) (34,733,936) (33,790,015) 
Net increase (decrease) (116,914) (166,212) $(9,176,034) $(9,774,968) 
Service Class 2     
Shares sold 5,059,471 6,862,279 $395,555,746 $388,339,876 
Reinvestment of distributions 1,373,358 693,564 106,914,640 37,307,036 
Shares redeemed (3,822,447) (3,893,717) (303,873,474) (214,231,200) 
Net increase (decrease) 2,610,382 3,662,126 $198,596,912 $211,415,712 
Investor Class     
Shares sold 2,450,283 4,772,661 $197,530,478 $277,337,414 
Reinvestment of distributions 1,578,749 861,285 124,394,953 46,715,186 
Shares redeemed (2,950,707) (2,718,915) (227,510,188) (137,714,445) 
Net increase (decrease) 1,078,325 2,915,031 $94,415,243 $186,338,155 

12. Other.

A 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, a fund may also enter into contracts that provide general indemnifications. A fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against a fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were owners of record of more than 10% and certain otherwise unaffiliated shareholders were owners of record of more than 10% of the outstanding shares as follows:

Fund Affiliated % Number of
Unaffiliated Shareholders 
Unaffiliated Shareholders % 
VIP: Growth Opportunities Portfolio 50% 32% 

13. 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 Variable Insurance Products Fund III and Shareholders of VIP Growth Opportunities Portfolio

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities of VIP Growth Opportunities Portfolio (the "Fund"), a fund of Variable Insurance Products Fund III, including the schedule of investments, as of December 31, 2021, the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of December 31, 2021, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements and financial highlights 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 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 and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, 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 and financial highlights. 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 and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian, issuers of privately offered securities, and brokers; when replies were not received from issuers of privately offered securities and brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ Deloitte & Touche LLP

Boston, Massachusetts

February 11, 2022


We have served as the auditor of one or more of the Fidelity investment companies since 1999.

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.  Each of the Trustees oversees 314 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 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.  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. 

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

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 also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, 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, have also been 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 Acting 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. David M. Thomas serves as 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 Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and other equity funds. The asset allocation funds may invest in Fidelity® funds overseen by the fund's Board. 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. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity® funds overseen by each Board.

The Trustees operate using a system of 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, acting through its committees, has charged FMR 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 FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees.  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, including an annual review of Fidelity's risk management program for the Fidelity® funds.  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+

Bettina Doulton (1964)

Year of Election or Appointment: 2020

Trustee

Ms. Doulton also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Doulton served in a variety of positions at Fidelity Investments, including as a managing director of research (2006-2007), portfolio manager to certain Fidelity® funds (1993-2005), equity analyst and portfolio assistant (1990-1993), and research assistant (1987-1990). Ms. Doulton currently owns and operates Phi Builders + Architects and Cellardoor Winery. Previously, Ms. Doulton served as a member of the Board of Brown Capital Management, LLC (2014-2018).

Robert A. Lawrence (1952)

Year of Election or Appointment: 2020

Trustee

Acting 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).

 * 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 FMR. 

 + 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+

Thomas P. Bostick (1956)

Year of Election or Appointment: 2021

Trustee

Lieutenant General Bostick also serves as Trustee of other Fidelity® funds. Prior to his retirement, General Bostick (United States Army, Retired) held a variety of positions within the U.S. Army, including Commanding General and Chief of Engineers, U.S. Army Corps of Engineers (2012-2016) and Deputy Chief of Staff and Director of Human Resources, U.S. Army (2009-2012). General Bostick currently serves as a member of the Board and Finance and Governance Committees of CSX Corporation (transportation, 2020-present) and a member of the Board and Corporate Governance and Nominating Committee of Perma-Fix Environmental Services, Inc. (nuclear waste management, 2020-present). General Bostick serves as Chief Executive Officer of Bostick Global Strategies, LLC (consulting, 2016-present) and Managing Partner, Sustainability, of Ridge-Lane Limited Partners (strategic advisory and venture development, 2016-present). Previously, General Bostick served as a Member of the Advisory Board of certain Fidelity® funds (2021), President, Intrexon Bioengineering (2018-2020) and Chief Operating Officer (2017-2020) and Senior Vice President of the Environment Sector (2016-2017) of Intrexon Corporation (biopharmaceutical company).

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks served as Chief Operating Officer and as a member of the Board of The Depository Trust & Clearing Corporation (financial markets infrastructure), President, Chief Operating Officer and a member of the Board of The Depository Trust Company (DTC), President and a member of the Board of the National Securities Clearing Corporation (NSCC), Chief Executive Officer and a member of the Board of the Government Securities Clearing Corporation and Chief Executive Officer and a member of the Board of the Mortgage-Backed Securities Clearing Corporation. Mr. Dirks currently serves as a member of the Finance Committee (2016-present) and Board (2017-present) and is Treasurer (2018-present) of the Asolo Repertory Theatre.

Donald F. Donahue (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Donahue also serves as Trustee of other Fidelity® funds. Mr. Donahue serves as President and Chief Executive Officer of Miranda Partners, LLC (risk consulting for the financial services industry, 2012-present). Previously, Mr. Donahue served as Chief Executive Officer (2006-2012), Chief Operating Officer (2003-2006) and Managing Director, Customer Marketing and Development (1999-2003) of The Depository Trust & Clearing Corporation (financial markets infrastructure). Mr. Donahue currently serves as a member (2007-present) and Co-Chairman (2016-present) of the Board of United Way of New York and a member of the Board of NYC Leadership Academy (2012-present). Mr. Donahue previously served as a member of the Advisory Board of certain Fidelity® funds (2015-2018).

Vicki L. Fuller (1957)

Year of Election or Appointment: 2020

Trustee

Ms. Fuller also serves as Trustee of other Fidelity® funds. Previously, Ms. Fuller served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chief Investment Officer of the New York State Common Retirement Fund (2012-2018) and held a variety of positions at AllianceBernstein L.P. (global asset management, 1985-2012), including Managing Director (2006-2012) and Senior Vice President and Senior Portfolio Manager (2001-2006). Ms. Fuller currently serves as a member of the Board, Audit Committee and Nominating and Governance Committee of The Williams Companies, Inc. (natural gas infrastructure, 2018-present), as a member of the Board, Audit Committee and Nominating and Governance Committee of two Blackstone business development companies (2020-present) and as a member of the Board of Treliant, LLC (consulting, 2019-present).

Patricia L. Kampling (1959)

Year of Election or Appointment: 2020

Trustee

Ms. Kampling also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Kampling served as Chairman of the Board and Chief Executive Officer (2012-2019), President and Chief Operating Officer (2011-2012) and Executive Vice President and Chief Financial Officer (2010-2011) of Alliant Energy Corporation. Ms. Kampling currently serves as a member of the Board, Finance Committee and Governance, Compensation and Nominating Committee of Xcel Energy Inc. (utilities company, 2020-present) and as a member of the Board, Audit, Finance and Risk Committee and Safety, Environmental, Technology and Operations Committee of American Water Works Company, Inc. (utilities company, 2019-present). In addition, Ms. Kampling currently serves as a member of the Board of the Nature Conservancy, Wisconsin Chapter (2019-present). Previously, Ms. Kampling served as a Member of the Advisory Board of certain Fidelity® funds (2020), a member of the Board, Compensation Committee and Executive Committee and Chair of the Audit Committee of Briggs & Stratton Corporation (manufacturing, 2011-2021), a member of the Board of Interstate Power and Light Company (2012-2019) and Wisconsin Power and Light Company (2012-2019) (each a subsidiary of Alliant Energy Corporation) and as a member of the Board and Workforce Development Committee of the Business Roundtable (2018-2019).

Thomas A. Kennedy (1955)

Year of Election or Appointment: 2021

Trustee

Mr. Kennedy also serves as Trustee of other Fidelity® funds. Previously, Mr. Kennedy served as a Member of the Advisory Board of certain Fidelity® funds (2020) and held a variety of positions at Raytheon Company (aerospace and defense, 1983-2020), including Chairman and Chief Executive Officer (2014-2020) and Executive Vice President and Chief Operating Officer (2013-2014). Mr. Kennedy currently serves as Executive Chairman of the Board of Directors of Raytheon Technologies Corporation (aerospace and defense, 2020-present). He is also a member of the Rutgers School of Engineering Industry Advisory Board (2011-present) and a member of the UCLA Engineering Dean’s Executive Board (2016-present).

Oscar Munoz (1959)

Year of Election or Appointment: 2021

Trustee

Mr. Munoz also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Munoz served as Executive Chairman (2020-2021), Chief Executive Officer (2015-2020), President (2015-2016) and a member of the Board (2010-2021) of United Airlines Holdings, Inc. Mr. Munoz currently serves as a member of the Board of CBRE Group, Inc. (commercial real estate, 2020-present), a member of the Board of Univision Communications, Inc. (Hispanic media, 2020-present) and a member of the Advisory Board of Salesforce.com, Inc. (cloud-based software, 2020-present). Previously, Mr. Munoz served as a Member of the Advisory Board of certain Fidelity® funds (2021).

Garnett A. Smith (1947)

Year of Election or Appointment: 2018

Trustee

Mr. Smith also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Smith served as Chairman and Chief Executive Officer (1990-1997) and President (1986-1990) of Inbrand Corp. (manufacturer of personal absorbent products). Prior to his employment with Inbrand Corp., he was employed by a retail fabric chain and North Carolina National Bank (now Bank of America). Mr. Smith previously served as a member of the Advisory Board of certain Fidelity® funds (2012-2013).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

Lead Independent Trustee

Mr. Thomas also serves as Trustee of other Fidelity® funds. Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). Mr. Thomas currently serves as a member of the Board of Fortune Brands Home and Security (home and security products, 2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication).

Susan Tomasky (1953)

Year of Election or Appointment: 2020

Trustee

Ms. Tomasky also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Tomasky served in various executive officer positions at American Electric Power Company, Inc. (1998-2011), including most recently as President of AEP Transmission (2007-2011). Ms. Tomasky currently serves as a member of the Board and Sustainability Committee and as Chair of the Audit Committee of Marathon Petroleum Corporation (2018-present) and as a member of the Board, Corporate Governance Committee and Organization and Compensation Committee and as Chair of the Audit Committee of Public Service Enterprise Group, Inc. (utilities company, 2012-present). In addition, Ms. Tomasky currently serves as a member (2009-present) and President (2020-present) of the Board of the Royal Shakespeare Company – America (2009-present), as a member of the Board of the Columbus Association for the Performing Arts (2011-present) and as a member of the Board and Investment Committee of Kenyon College (2016-present). Previously, Ms. Tomasky served as a Member of the Advisory Board of certain Fidelity® funds (2020), as a member of the Board of the Columbus Regional Airport Authority (2007-2020), as a member of the Board (2011-2018) and Lead Independent Director (2015-2018) of Andeavor Corporation (previously Tesoro Corporation) (independent oil refiner and marketer) and as a member of the Board of Summit Midstream Partners LP (energy, 2012-2018).

Michael E. Wiley (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Wiley also serves as Trustee of other Fidelity® funds. Previously, Mr. Wiley served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chairman, President and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004). Mr. Wiley also previously served as a member of the Board of Andeavor Corporation (independent oil refiner and marketer, 2005-2018), a member of the Board of Andeavor Logistics LP (natural resources logistics, 2015-2018) and a member of the Board of High Point Resources (exploration and production, 2005-2020).

 + 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 Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

Mr. Lynch also serves as a Member of the Advisory Board of other Fidelity® funds. Mr. Lynch is Vice Chairman and a Director of Fidelity Management & Research Company LLC (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served as Vice Chairman and a Director of FMR Co., Inc. (investment adviser firm) and on the Special Olympics International Board of Directors (1997-2006).

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as an officer of other funds. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

William C. Coffey (1969)

Year of Election or Appointment: 2019

Assistant Secretary

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Secretary and CLO of certain funds (2018-2019); CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2018-2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2018-2019); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2018-2019); and Assistant Secretary of certain funds (2009-2018).

Timothy M. Cohen (1969)

Year of Election or Appointment: 2018

Vice President

Mr. Cohen also serves as Vice President of other funds. Mr. Cohen serves as Co-Head of Equity (2018-present), a Director of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2016-present), and is an employee of Fidelity Investments. Previously, Mr. Cohen served as Executive Vice President of Fidelity SelectCo, LLC (2019), Head of Global Equity Research (2016-2018), Chief Investment Officer - Equity and a Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2013-2015) and as a Director of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2017).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as an officer of other funds. Mr. Davis serves as Assistant Treasurer of FIMM, LLC (2021-present), FMR Capital, Inc. (2017-present), FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-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 serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Colm A. Hogan (1973)

Year of Election or Appointment: 2020

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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). 

Pamela R. Holding (1964)

Year of Election or Appointment: 2018

Vice President

Ms. Holding also serves as Vice President of other funds. Ms. Holding serves as Co-Head of Equity (2018-present) and is an employee of Fidelity Investments (2013-present). Previously, Ms. Holding served as Executive Vice President of Fidelity SelectCo, LLC (2019) and as Chief Investment Officer of Fidelity Institutional Asset Management (2013-2018).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2019

Secretary and Chief Legal Officer (CLO)

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); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present); Secretary of FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-present); and Assistant Secretary of FIMM, LLC (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: 2020

Deputy Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Jason P. Pogorelec (1975)

Year of Election or Appointment: 2020

Chief Compliance Officer

Mr. Pogorelec also serves as Chief Compliance Officer of other funds. Mr. Pogorelec is a senior Vice President of Asset Management Compliance for Fidelity Investments and is an employee of Fidelity Investments (2006-present). Previously, Mr. Pogorelec served as Vice President, Associate General Counsel for Fidelity Investments (2010-2020) and Assistant Secretary of certain Fidelity funds (2015-2020).

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: 2016

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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.

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as an officer of other funds. Mr. Wegmann serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2011-present). Previously, Mr. Wegmann served as Assistant Treasurer of certain Fidelity® funds (2019-2021).

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 (July 1, 2021 to December 31, 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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2021 
Ending
Account Value
December 31, 2021 
Expenses Paid
During Period-B
July 1, 2021
to December 31, 2021 
VIP Growth Opportunities Portfolio     
Initial Class .62%    
Actual  $1,000.00 $988.20 $3.11 
Hypothetical-C  $1,000.00 $1,022.08 $3.16 
Service Class .72%    
Actual  $1,000.00 $987.60 $3.61 
Hypothetical-C  $1,000.00 $1,021.58 $3.67 
Service Class 2 .87%    
Actual  $1,000.00 $987.10 $4.36 
Hypothetical-C  $1,000.00 $1,020.82 $4.43 
Investor Class .70%    
Actual  $1,000.00 $987.90 $3.51 
Hypothetical-C  $1,000.00 $1,021.68 $3.57 

 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 184/ 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 VIP Growth Opportunities Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

 Pay Date Record Date Capital Gains 
VIP Growth Opportunities Portfolio    
Initial Class 02/04/22 02/04/22 $11.089 
Service Class 02/04/22 02/04/22 $11.089 
Service Class 2 02/04/22 02/04/22 $11.089 
Investor Class 02/04/22 02/04/22 $11.089 

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2021, $458,556,082, or, if subsequently determined to be different, the net capital gain of such year.

Initial Class designates 9%; Service Class designates 10%; Service Class 2 designates 10%; and Investor Class designates 10%; of the dividends distributed in December 2021, respectively during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.





Fidelity Investments

VIPGRO-ANN-0322
1.540209.124




Fidelity® Variable Insurance Products:

Mid Cap Portfolio



Annual Report

December 31, 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


To view a fund's proxy voting guidelines and 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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Fidelity® Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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. © 2022 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 COVID-19 emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and corporate earnings. On March 11, 2020, the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread. The pandemic prompted a number of measures to limit the spread of COVID-19, 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. To help stem the turmoil, the U.S. government took unprecedented action – in concert with the U.S. Federal Reserve and central banks around the world – to help support consumers, businesses, and the broader economy, and to limit disruption to the financial system.

In general, the overall impact of the pandemic lessened in 2021, amid a resilient economy and widespread distribution of three COVID-19 vaccines granted emergency use authorization from the U.S. Food and Drug Administration (FDA) early in the year. Still, the situation remains dynamic, and the extent and duration of its influence on financial markets and the economy is highly uncertain, due in part to a recent spike in cases based on highly contagious variants of the coronavirus.

Extreme events such as the COVID-19 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 continue to take extra steps to be responsive to customer needs. We encourage you to visit us online, 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. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended December 31, 2021 Past 1 year Past 5 years Past 10 years 
Initial Class 25.60% 13.60% 13.29% 
Service Class 25.51% 13.49% 13.17% 
Service Class 2 25.31% 13.32% 13.00% 
Investor Class 25.54% 13.52% 13.20% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Mid Cap Portfolio - Initial Class on December 31, 2011.

The chart shows how the value of your investment would have changed, and also shows how the S&P MidCap 400® Index performed over the same period.


Period Ending Values

$34,817VIP Mid Cap Portfolio - Initial Class

$37,738S&P MidCap 400® Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 28.71% in 2021, with U.S. equities rising on improving economic growth, strong corporate earnings, widespread COVID-19 vaccination, and accommodative fiscal and monetary stimulus. In the first quarter, the index gained 6.17%. Investors were buoyed by the rollout of vaccines, the U.S. Federal Reserve’s pledge to hold short-term interest rates near zero until the economy recovered, and the federal government’s deployment of trillions of dollars to boost the economy. A flattish May reflected concerns about inflation and jobs, but the rally resumed through August amid strong earnings. In early September, the index returned -4.65% as sentiment turned broadly negative due to a host of factors. These included inflationary pressure from surging commodity prices, rising bond yields, supply constraints and disruption, and the fast-spreading delta variant of the coronavirus. The Fed also signaled it could soon begin to taper the bond purchases it has made since the onset of the pandemic. The index sharply reversed course with a 7.01% gain in October, driven by strength in earnings. Then in November, the index stalled again, returning -0.69% amid the emergence of a new, more-highly transmissible variant, omicron, and rising inflation, which breached a 40-year high. The index advanced 4.48% in December, after studies suggested omicron resulted in fewer severe COVID-19 cases. All sectors had a double-digit return, led by energy (+55%) and real estate (+46%), whereas utilities (+18%) notably lagged.

Comments from Co-Managers Thomas Allen and Daniel Sherwood:  For the year ending December 31, 2021, the fund's share classes gained about 25% to 26%, slightly ahead of the 24.76% result of the benchmark S&P MidCap 400® Index. Versus the benchmark, security selection was the primary contributor, led by the information technology sector, particularly among semiconductors & semiconductor equipment companies. Investment choices and an underweighting in the health care sector, especially within the health care equipment & services industry, further boosted the portfolio's relative result. Picks in consumer staples also helped this past year. Our biggest individual relative contributor was an overweighting in Builders FirstSource, which gained about 110% in 2021 and was among the fund's largest holdings. Another key performer was our out-of-benchmark position in onsemi, formerly ON Semiconductor (+107%). Outsized exposure to Signature Bank (+141%), one of our biggest holdings at the end of the year, also added value. In contrast, the biggest detractor from performance versus the benchmark was security selection in energy. Weak picks among consumer discretionary stocks, especially within the consumer services industry, hampered the portfolio's relative result as well. Further weighing on performance this period was an underweighting in real estate. The fund's largest individual relative detractor was a larger-than-benchmark position in Sunrun, which returned -51% the past year. Our non-benchmark stake in Activision Blizzard returned roughly -28% and also detracted on a relative basis. We decreased exposure to the company. The portfolio's out-of-benchmark allocation in the shares of Zimmer Biomet (-17%) also hurt this period. Notable changes in positioning include increases in the industrials and financials sectors.

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)

Top Ten Stocks as of December 31, 2021

 % of fund's net assets 
Builders FirstSource, Inc. 1.7 
Molina Healthcare, Inc. 1.6 
ITT, Inc. 1.6 
Deckers Outdoor Corp. 1.4 
Williams-Sonoma, Inc. 1.4 
BJ's Wholesale Club Holdings, Inc. 1.3 
Signature Bank 1.2 
Churchill Downs, Inc. 1.2 
NextEra Energy Partners LP 1.2 
onsemi 1.1 
 13.7 

Top Five Market Sectors as of December 31, 2021

 % of fund's net assets 
Industrials 19.6 
Financials 14.9 
Consumer Discretionary 14.8 
Information Technology 13.0 
Health Care 9.5 

Asset Allocation (% of fund's net assets)

As of December 31, 2021* 
   Stocks 98.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 1.1% 


 * Foreign investments - 10.7%

Schedule of Investments December 31, 2021

Showing Percentage of Net Assets

Common Stocks - 98.9%   
 Shares Value 
COMMUNICATION SERVICES - 1.8%   
Entertainment - 0.8%   
Activision Blizzard, Inc. 512,158 $34,073,872 
Live Nation Entertainment, Inc. (a) 237,594 28,437,626 
  62,511,498 
Interactive Media & Services - 0.2%   
IAC (a) 149,475 19,537,877 
Media - 0.8%   
Interpublic Group of Companies, Inc. 1,822,442 68,250,453 
TOTAL COMMUNICATION SERVICES  150,299,828 
CONSUMER DISCRETIONARY - 14.8%   
Auto Components - 0.3%   
Adient PLC (a) 467,046 22,362,162 
Diversified Consumer Services - 0.4%   
Grand Canyon Education, Inc. (a) 415,580 35,619,362 
Hotels, Restaurants & Leisure - 4.1%   
ARAMARK Holdings Corp. (b) 955,058 35,193,887 
Caesars Entertainment, Inc. (a) 698,206 65,303,207 
Churchill Downs, Inc. 401,852 96,806,147 
Hilton Grand Vacations, Inc. (a) 969,538 50,522,625 
Jubilant Foodworks Ltd. 150,140 7,238,511 
Noodles & Co. (a)(c) 2,926,551 26,543,818 
Planet Fitness, Inc. (a) 295,371 26,754,705 
Vail Resorts, Inc. 88,747 29,100,141 
  337,463,041 
Household Durables - 2.5%   
KB Home 612,518 27,397,930 
Lovesac (a) 205,753 13,633,194 
Meritage Homes Corp. (a) 186,204 22,728,060 
NVR, Inc. (a) 5,658 33,432,386 
Taylor Morrison Home Corp. (a) 2,007,512 70,182,620 
Toll Brothers, Inc. 492,511 35,652,871 
  203,027,061 
Internet & Direct Marketing Retail - 0.4%   
Global-e Online Ltd. (a) 137,745 8,731,656 
Revolve Group, Inc. (a) 352,181 19,736,223 
thredUP, Inc. (a) 156,448 1,996,276 
  30,464,155 
Leisure Products - 0.6%   
YETI Holdings, Inc. (a) 587,220 48,639,433 
Specialty Retail - 4.2%   
Academy Sports & Outdoors, Inc. (a) 951,730 41,780,947 
America's Car Mart, Inc. (a) 101,049 10,347,418 
American Eagle Outfitters, Inc. (b) 1,472,985 37,295,980 
Burlington Stores, Inc. (a) 73,900 21,542,589 
Dick's Sporting Goods, Inc. (b) 465,736 53,554,983 
Five Below, Inc. (a) 362,246 74,945,075 
Williams-Sonoma, Inc. (b) 661,023 111,798,820 
  351,265,812 
Textiles, Apparel & Luxury Goods - 2.3%   
Capri Holdings Ltd. (a) 778,560 50,536,330 
Deckers Outdoor Corp. (a) 308,039 112,837,766 
PVH Corp. 229,561 24,482,681 
  187,856,777 
TOTAL CONSUMER DISCRETIONARY  1,216,697,803 
CONSUMER STAPLES - 4.3%   
Beverages - 0.6%   
Boston Beer Co., Inc. Class A (a)(b) 93,300 47,125,830 
Food & Staples Retailing - 2.1%   
BJ's Wholesale Club Holdings, Inc. (a) 1,631,099 109,234,700 
Grocery Outlet Holding Corp. (a) 355,200 10,045,056 
U.S. Foods Holding Corp. (a) 1,585,540 55,224,358 
  174,504,114 
Food Products - 0.9%   
Nomad Foods Ltd. (a) 2,918,001 74,088,045 
Household Products - 0.7%   
Spectrum Brands Holdings, Inc. 590,131 60,028,125 
TOTAL CONSUMER STAPLES  355,746,114 
ENERGY - 2.9%   
Energy Equipment & Services - 0.4%   
Baker Hughes Co. Class A 1,197,048 28,800,975 
Oil, Gas & Consumable Fuels - 2.5%   
Antero Resources Corp. (a) 1,344,725 23,532,688 
Cheniere Energy, Inc. 439,670 44,591,331 
Genesis Energy LP 880,400 9,429,084 
Hess Corp. 427,088 31,617,325 
Magnolia Oil & Gas Corp. Class A 2,409,231 45,462,189 
New Fortress Energy, Inc. (b) 484,362 11,692,499 
Range Resources Corp. (a) 2,362,168 42,117,455 
  208,442,571 
TOTAL ENERGY  237,243,546 
FINANCIALS - 14.9%   
Banks - 6.9%   
Bancorp, Inc., Delaware (a) 1,153,322 29,190,580 
Comerica, Inc. 327,599 28,501,113 
East West Bancorp, Inc. 728,917 57,351,190 
First Horizon National Corp. 3,410,685 55,696,486 
First Republic Bank 134,427 27,760,520 
Huntington Bancshares, Inc. 3,143,610 48,474,466 
KeyCorp 1,676,320 38,773,282 
M&T Bank Corp. 224,194 34,431,715 
Meta Financial Group, Inc. 640,902 38,236,213 
Popular, Inc. 301,227 24,712,663 
Signature Bank 301,330 97,471,215 
Wintrust Financial Corp. 969,441 88,044,632 
  568,644,075 
Capital Markets - 2.6%   
Ameriprise Financial, Inc. 264,027 79,646,385 
Northern Trust Corp. 355,955 42,575,778 
Raymond James Financial, Inc. 719,597 72,247,539 
TMX Group Ltd. 204,300 20,713,447 
  215,183,149 
Consumer Finance - 0.4%   
Synchrony Financial 788,560 36,581,298 
Diversified Financial Services - 0.6%   
Equitable Holdings, Inc. 1,486,244 48,733,941 
Insurance - 3.9%   
American Financial Group, Inc. 342,213 46,992,689 
Assurant, Inc. 256,027 39,904,368 
Hartford Financial Services Group, Inc. 620,722 42,854,647 
Hiscox Ltd. 1,364,717 16,027,334 
Old Republic International Corp. 1,726,310 42,432,700 
Primerica, Inc. 549,147 84,167,761 
Reinsurance Group of America, Inc. 420,378 46,027,187 
  318,406,686 
Thrifts & Mortgage Finance - 0.5%   
Essent Group Ltd. 966,004 43,982,162 
TOTAL FINANCIALS  1,231,531,311 
HEALTH CARE - 9.5%   
Biotechnology - 0.9%   
Argenx SE ADR (a) 32,852 11,504,442 
Exelixis, Inc. (a) 1,542,860 28,203,481 
Neurocrine Biosciences, Inc. (a) 381,602 32,501,042 
  72,208,965 
Health Care Equipment & Supplies - 2.7%   
Boston Scientific Corp. (a) 777,143 33,013,035 
Envista Holdings Corp. (a) 698,966 31,495,408 
Hologic, Inc. (a) 285,772 21,878,704 
ResMed, Inc. 107,085 27,893,501 
Tandem Diabetes Care, Inc. (a) 237,013 35,675,197 
The Cooper Companies, Inc. 76,439 32,023,355 
Zimmer Biomet Holdings, Inc. 309,032 39,259,425 
  221,238,625 
Health Care Providers & Services - 2.8%   
Centene Corp. (a) 429,507 35,391,377 
Guardant Health, Inc. (a) 101,800 10,182,036 
Molina Healthcare, Inc. (a) 415,668 132,215,677 
Option Care Health, Inc. (a) 1,976,820 56,220,761 
  234,009,851 
Life Sciences Tools & Services - 2.6%   
10X Genomics, Inc. (a) 57,486 8,563,115 
Avantor, Inc. (a) 1,264,141 53,270,902 
Bio-Rad Laboratories, Inc. Class A (a) 23,200 17,529,224 
Maravai LifeSciences Holdings, Inc. (a) 583,097 24,431,764 
Syneos Health, Inc. (a) 694,215 71,281,996 
Thermo Fisher Scientific, Inc. 66,161 44,145,266 
  219,222,267 
Pharmaceuticals - 0.5%   
UCB SA 343,000 39,145,234 
TOTAL HEALTH CARE  785,824,942 
INDUSTRIALS - 19.6%   
Aerospace & Defense - 0.8%   
Axon Enterprise, Inc. (a) 211,754 33,245,378 
Howmet Aerospace, Inc. 1,070,552 34,075,670 
  67,321,048 
Air Freight & Logistics - 0.7%   
GXO Logistics, Inc. (a)(b) 617,532 56,090,432 
Airlines - 0.5%   
Copa Holdings SA Class A (a) 214,439 17,725,528 
Jet2 PLC (a) 1,575,700 23,917,490 
  41,643,018 
Building Products - 2.9%   
Builders FirstSource, Inc. (a) 1,671,571 143,270,350 
Fortune Brands Home & Security, Inc. 203,429 21,746,560 
Jeld-Wen Holding, Inc. (a) 1,939,438 51,123,586 
UFP Industries, Inc. 232,192 21,363,986 
  237,504,482 
Commercial Services & Supplies - 0.5%   
Driven Brands Holdings, Inc. 1,123,321 37,766,052 
Construction & Engineering - 1.3%   
Quanta Services, Inc. 421,669 48,348,568 
Willscot Mobile Mini Holdings (a) 1,528,819 62,436,968 
  110,785,536 
Electrical Equipment - 4.1%   
Acuity Brands, Inc. 295,523 62,568,130 
AMETEK, Inc. 525,126 77,214,527 
Generac Holdings, Inc. (a) 166,990 58,767,121 
Regal Rexnord Corp. 308,064 52,426,332 
Sensata Technologies, Inc. PLC (a) 797,754 49,213,444 
Sunrun, Inc. (a) 1,163,146 39,895,908 
  340,085,462 
Machinery - 3.0%   
Crane Co. 649,736 66,097,643 
Fortive Corp. 486,414 37,108,524 
IDEX Corp. 72,294 17,084,518 
ITT, Inc. 1,264,909 129,261,051 
  249,551,736 
Marine - 0.3%   
Clarkson PLC 496,075 25,948,527 
Professional Services - 2.9%   
ASGN, Inc. (a) 473,306 58,405,960 
Clarivate Analytics PLC (a)(b) 1,736,581 40,844,385 
Jacobs Engineering Group, Inc. 287,889 40,082,785 
KBR, Inc. 1,352,339 64,398,383 
TriNet Group, Inc. (a) 421,765 40,177,334 
  243,908,847 
Road & Rail - 0.6%   
XPO Logistics, Inc. (a)(b) 617,532 47,815,503 
Trading Companies & Distributors - 2.0%   
Electrocomponents PLC 2,585,700 42,403,123 
GMS, Inc. (a) 645,973 38,829,437 
Univar, Inc. (a) 2,831,184 80,264,066 
  161,496,626 
TOTAL INDUSTRIALS  1,619,917,269 
INFORMATION TECHNOLOGY - 13.0%   
Communications Equipment - 0.5%   
Digi International, Inc. (a) 1,634,801 40,167,061 
Electronic Equipment & Components - 1.5%   
CDW Corp. 138,976 28,459,505 
Jabil, Inc. 604,875 42,552,956 
Trimble, Inc. (a) 236,432 20,614,506 
Zebra Technologies Corp. Class A (a) 57,777 34,388,870 
  126,015,837 
IT Services - 4.3%   
Akamai Technologies, Inc. (a) 172,777 20,221,820 
Amadeus IT Holding SA Class A (a) 581,200 39,326,465 
Concentrix Corp. 349,471 62,422,510 
EPAM Systems, Inc. (a) 29,822 19,934,516 
Euronet Worldwide, Inc. (a) 293,522 34,979,017 
Genpact Ltd. 1,489,258 79,049,815 
GoDaddy, Inc. (a) 450,454 38,225,526 
WNS Holdings Ltd. sponsored ADR (a) 687,837 60,680,980 
  354,840,649 
Semiconductors & Semiconductor Equipment - 4.9%   
Marvell Technology, Inc. 707,378 61,888,501 
MediaTek, Inc. 642,000 27,565,578 
MKS Instruments, Inc. 409,171 71,265,313 
NXP Semiconductors NV 83,424 19,002,319 
onsemi(a) 1,297,014 88,093,191 
Semtech Corp. (a) 486,367 43,252,617 
SolarEdge Technologies, Inc. (a) 96,243 27,002,899 
Teradyne, Inc. 388,845 63,587,823 
  401,658,241 
Software - 1.8%   
Black Knight, Inc. (a) 653,157 54,140,184 
Digital Turbine, Inc. (a) 313,566 19,124,390 
Dynatrace, Inc. (a) 713,649 43,068,717 
KnowBe4, Inc. (a) 373,800 8,574,972 
Telos Corp. (a) 1,327,297 20,466,920 
  145,375,183 
TOTAL INFORMATION TECHNOLOGY  1,068,056,971 
MATERIALS - 7.2%   
Chemicals - 2.8%   
Albemarle Corp. U.S. 89,674 20,963,091 
Celanese Corp. Class A 311,437 52,340,102 
CF Industries Holdings, Inc. 369,741 26,170,268 
Element Solutions, Inc. 3,269,505 79,383,581 
Olin Corp. 878,025 50,503,998 
  229,361,040 
Construction Materials - 1.1%   
Eagle Materials, Inc. 293,861 48,916,102 
Martin Marietta Materials, Inc. 83,037 36,579,459 
  85,495,561 
Containers & Packaging - 0.7%   
Avery Dennison Corp. 276,983 59,986,208 
Metals & Mining - 2.6%   
Agnico Eagle Mines Ltd. (Canada) 542,900 28,837,069 
Cleveland-Cliffs, Inc. (a)(b) 1,634,649 35,586,309 
First Quantum Minerals Ltd. 1,973,300 47,220,674 
Kirkland Lake Gold Ltd. 615,700 25,802,014 
Reliance Steel & Aluminum Co. 203,527 33,016,150 
Wheaton Precious Metals Corp. 1,079,200 46,309,321 
  216,771,537 
TOTAL MATERIALS  591,614,346 
REAL ESTATE - 8.0%   
Equity Real Estate Investment Trusts (REITs) - 7.3%   
Alexandria Real Estate Equities, Inc. 213,883 47,687,354 
Digital Realty Trust, Inc. 251,627 44,505,267 
Douglas Emmett, Inc. 1,500,471 50,265,779 
Duke Realty Corp. 875,758 57,484,755 
Healthcare Trust of America, Inc. 931,451 31,101,149 
Highwoods Properties, Inc. (SBI) 931,407 41,531,438 
Invitation Homes, Inc. 1,752,872 79,475,216 
Lamar Advertising Co. Class A 586,581 71,152,275 
Mid-America Apartment Communities, Inc. 147,105 33,751,771 
National Retail Properties, Inc. 1,478,211 71,057,603 
Ventas, Inc. 846,337 43,264,747 
VICI Properties, Inc. 931,987 28,062,129 
  599,339,483 
Real Estate Management & Development - 0.7%   
CBRE Group, Inc. 561,828 60,963,956 
TOTAL REAL ESTATE  660,303,439 
UTILITIES - 2.9%   
Electric Utilities - 0.3%   
OGE Energy Corp. 703,200 26,988,816 
Independent Power and Renewable Electricity Producers - 2.6%   
Clearway Energy, Inc. Class C (b) 1,669,254 60,143,222 
NextEra Energy Partners LP (b) 1,108,223 93,534,021 
The AES Corp. 2,360,938 57,370,793 
  211,048,036 
TOTAL UTILITIES  238,036,852 
TOTAL COMMON STOCKS   
(Cost $5,234,874,890)  8,155,272,421 
Money Market Funds - 4.5%   
Fidelity Cash Central Fund 0.08% (d) 94,411,453 94,430,335 
Fidelity Securities Lending Cash Central Fund 0.08% (d)(e) 279,690,568 279,718,537 
TOTAL MONEY MARKET FUNDS   
(Cost $374,148,872)  374,148,872 
TOTAL INVESTMENT IN SECURITIES - 103.4%   
(Cost $5,609,023,762)  8,529,421,293 
NET OTHER ASSETS (LIABILITIES) - (3.4)%  (282,669,750) 
NET ASSETS - 100%  $8,246,751,543 

Legend

 (a) Non-income producing

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

 (c) Affiliated company

 (d) 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.

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

Affiliated Central Funds

Fiscal year to date information regarding the Fund's investments in Fidelity Central Funds, including the ownership percentage, is presented below.

Fund Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain/Loss Change in Unrealized appreciation (depreciation) Value, end of period % ownership, end of period 
Fidelity Cash Central Fund 0.08% $36,996,886 $1,316,541,032 $1,259,105,460 $26,758 $(2,123) $-- $94,430,335 0.2% 
Fidelity Securities Lending Cash Central Fund 0.08% 11,512,106 1,405,144,207 1,136,937,776 108,603 -- -- 279,718,537 0.9% 
Total $48,508,992 $2,721,685,239 $2,396,043,236 $135,361 $(2,123) $-- $374,148,872  

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.

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain (loss) Change in Unrealized appreciation (depreciation) Value, end of period 
Digi International, Inc. $27,673,380 $4,387,500 $1,153,259 $-- $450,053 $8,809,387 $-- 
Noodles & Co. 23,219,775 975,845 1,230,515 -- 800,596 2,778,117 26,543,818 
Total $50,893,155 $5,363,345 $2,383,774 $-- $1,250,649 $11,587,504 $26,543,818 

Investment Valuation

The following is a summary of the inputs used, as of December 31, 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 $150,299,828 $150,299,828 $-- $-- 
Consumer Discretionary 1,216,697,803 1,216,697,803 -- -- 
Consumer Staples 355,746,114 355,746,114 -- -- 
Energy 237,243,546 237,243,546 -- -- 
Financials 1,231,531,311 1,215,503,977 16,027,334 -- 
Health Care 785,824,942 746,679,708 39,145,234 -- 
Industrials 1,619,917,269 1,527,648,129 92,269,140 -- 
Information Technology 1,068,056,971 1,028,730,506 39,326,465 -- 
Materials 591,614,346 591,614,346 -- -- 
Real Estate 660,303,439 660,303,439 -- -- 
Utilities 238,036,852 238,036,852 -- -- 
Money Market Funds 374,148,872 374,148,872 -- -- 
Total Investments in Securities: $8,529,421,293 $8,342,653,120 $186,768,173 $-- 

Other Information

Distribution of investments by country or territory of incorporation, as a percentage of Total Net Assets, is as follows (Unaudited):

United States of America 89.3% 
Canada 2.0% 
United Kingdom 1.7% 
Bermuda 1.7% 
British Virgin Islands 1.5% 
Bailiwick of Jersey 1.2% 
Others (Individually Less Than 1%) 2.6% 
 100.0% 

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


Financial Statements

Statement of Assets and Liabilities

  December 31, 2021 
Assets   
Investment in securities, at value (including securities loaned of $274,713,534) — See accompanying schedule:
Unaffiliated issuers (cost $5,213,923,444) 
$8,128,728,603  
Fidelity Central Funds (cost $374,148,872) 374,148,872  
Other affiliated issuers (cost $20,951,446) 26,543,818  
Total Investment in Securities (cost $5,609,023,762)  $8,529,421,293 
Foreign currency held at value (cost $48,160)  48,744 
Receivable for investments sold  1,291,536 
Receivable for fund shares sold  1,349,037 
Dividends receivable  4,817,336 
Distributions receivable from Fidelity Central Funds  19,820 
Prepaid expenses  8,137 
Other receivables  145,624 
Total assets  8,537,101,527 
Liabilities   
Payable for fund shares redeemed $5,339,543  
Accrued management fee 3,508,594  
Distribution and service plan fees payable 1,069,541  
Other affiliated payables 575,538  
Other payables and accrued expenses 153,799  
Collateral on securities loaned 279,702,969  
Total liabilities  290,349,984 
Net Assets  $8,246,751,543 
Net Assets consist of:   
Paid in capital  $5,180,783,646 
Total accumulated earnings (loss)  3,065,967,897 
Net Assets  $8,246,751,543 
Net Asset Value and Maximum Offering Price   
Initial Class:   
Net Asset Value, offering price and redemption price per share ($1,810,650,666 ÷ 43,975,658 shares)  $41.17 
Service Class:   
Net Asset Value, offering price and redemption price per share ($726,039,301 ÷ 17,868,910 shares)  $40.63 
Service Class 2:   
Net Asset Value, offering price and redemption price per share ($4,970,428,437 ÷ 126,186,851 shares)  $39.39 
Investor Class:   
Net Asset Value, offering price and redemption price per share ($739,633,139 ÷ 18,115,630 shares)  $40.83 

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


Statement of Operations

  Year ended December 31, 2021 
Investment Income   
Dividends  $91,917,154 
Income from Fidelity Central Funds (including $108,603 from security lending)  135,361 
Total income  92,052,515 
Expenses   
Management fee $43,104,256  
Transfer agent fees 5,689,868  
Distribution and service plan fees 13,411,325  
Accounting fees 1,212,600  
Custodian fees and expenses 80,164  
Independent trustees' fees and expenses 28,548  
Audit 60,640  
Legal 20,291  
Interest 145  
Miscellaneous 35,060  
Total expenses before reductions 63,642,897  
Expense reductions (128,555)  
Total expenses after reductions  63,514,342 
Net investment income (loss)  28,538,173 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 1,532,514,308  
Fidelity Central Funds (2,123)  
Other affiliated issuers 1,250,649  
Foreign currency transactions (86,374)  
Total net realized gain (loss)  1,533,676,460 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers 268,026,573  
Affiliated issuers 11,587,504  
Assets and liabilities in foreign currencies (9,703)  
Total change in net unrealized appreciation (depreciation)  279,604,374 
Net gain (loss)  1,813,280,834 
Net increase (decrease) in net assets resulting from operations  $1,841,819,007 

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


Statement of Changes in Net Assets

 Year ended December 31, 2021 Year ended December 31, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $28,538,173 $19,597,251 
Net realized gain (loss) 1,533,676,460 247,943,721 
Change in net unrealized appreciation (depreciation) 279,604,374 880,743,954 
Net increase (decrease) in net assets resulting from operations 1,841,819,007 1,148,284,926 
Distributions to shareholders (1,305,048,342) (30,609,677) 
Share transactions - net increase (decrease) 86,384,864 (768,065,252) 
Total increase (decrease) in net assets 623,155,529 349,609,997 
Net Assets   
Beginning of period 7,623,596,014 7,273,986,017 
End of period $8,246,751,543 $7,623,596,014 

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


Financial Highlights

VIP Mid Cap Portfolio Initial Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $38.72 $32.95 $30.19 $38.94 $33.98 
Income from Investment Operations      
Net investment income (loss)A .23 .15 .27 .23 .26 
Net realized and unrealized gain (loss) 9.57 5.83 6.39 (5.47) 6.59 
Total from investment operations 9.80 5.98 6.66 (5.24) 6.85 
Distributions from net investment income (.28) (.21) (.28) (.24) (.26) 
Distributions from net realized gain (7.07) – (3.63) (3.27) (1.63) 
Total distributions (7.35) (.21) (3.90)B (3.51) (1.89) 
Net asset value, end of period $41.17 $38.72 $32.95 $30.19 $38.94 
Total ReturnC,D 25.60% 18.19% 23.45% (14.54)% 20.81% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .61% .62% .62% .62% .63% 
Expenses net of fee waivers, if any .60% .62% .62% .62% .63% 
Expenses net of all reductions .60% .62% .61% .62% .62% 
Net investment income (loss) .52% .48% .88% .62% .74% 
Supplemental Data      
Net assets, end of period (000 omitted) $1,810,651 $1,579,450 $843,080 $1,141,305 $1,463,407 
Portfolio turnover rateG 37%H 44% 34% 47% 31% 

 A Calculated based on average shares outstanding during the period.

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

 C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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).

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

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


VIP Mid Cap Portfolio Service Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $38.28 $32.59 $29.90 $38.60 $33.70 
Income from Investment Operations      
Net investment income (loss)A .18 .12 .24 .19 .23 
Net realized and unrealized gain (loss) 9.47 5.74 6.33 (5.42) 6.52 
Total from investment operations 9.65 5.86 6.57 (5.23) 6.75 
Distributions from net investment income (.23) (.17) (.25) (.20) (.22) 
Distributions from net realized gain (7.07) – (3.63) (3.27) (1.63) 
Total distributions (7.30) (.17) (3.88) (3.47) (1.85) 
Net asset value, end of period $40.63 $38.28 $32.59 $29.90 $38.60 
Total ReturnB,C 25.51% 18.04% 23.35% (14.64)% 20.70% 
Ratios to Average Net AssetsD,E      
Expenses before reductions .71% .72% .72% .72% .73% 
Expenses net of fee waivers, if any .70% .72% .72% .72% .73% 
Expenses net of all reductions .70% .72% .71% .72% .72% 
Net investment income (loss) .42% .38% .78% .52% .64% 
Supplemental Data      
Net assets, end of period (000 omitted) $726,039 $642,654 $564,678 $504,156 $629,727 
Portfolio turnover rateF 37%G 44% 34% 47% 31% 

 A Calculated based on average shares outstanding during the period.

 B Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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).

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

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


VIP Mid Cap Portfolio Service Class 2

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $37.29 $31.75 $29.22 $37.79 $33.03 
Income from Investment Operations      
Net investment income (loss)A .11 .07 .19 .13 .17 
Net realized and unrealized gain (loss) 9.22 5.59 6.18 (5.28) 6.39 
Total from investment operations 9.33 5.66 6.37 (5.15) 6.56 
Distributions from net investment income (.16) (.12) (.21) (.15) (.17) 
Distributions from net realized gain (7.07) – (3.63) (3.27) (1.63) 
Total distributions (7.23) (.12) (3.84) (3.42) (1.80) 
Net asset value, end of period $39.39 $37.29 $31.75 $29.22 $37.79 
Total ReturnB,C 25.31% 17.87% 23.17% (14.77)% 20.54% 
Ratios to Average Net AssetsD,E      
Expenses before reductions .86% .87% .87% .87% .88% 
Expenses net of fee waivers, if any .85% .87% .87% .87% .88% 
Expenses net of all reductions .85% .87% .86% .87% .87% 
Net investment income (loss) .27% .23% .63% .37% .49% 
Supplemental Data      
Net assets, end of period (000 omitted) $4,970,428 $4,807,908 $5,282,468 $4,526,446 $6,070,380 
Portfolio turnover rateF 37%G 44% 34% 47% 31% 

 A Calculated based on average shares outstanding during the period.

 B Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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).

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

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


VIP Mid Cap Portfolio Investor Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $38.44 $32.72 $30.01 $38.72 $33.80 
Income from Investment Operations      
Net investment income (loss)A .20 .12 .25 .20 .23 
Net realized and unrealized gain (loss) 9.51 5.78 6.34 (5.43) 6.55 
Total from investment operations 9.71 5.90 6.59 (5.23) 6.78 
Distributions from net investment income (.24) (.18) (.26) (.21) (.23) 
Distributions from net realized gain (7.07) – (3.63) (3.27) (1.63) 
Total distributions (7.32)B (.18) (3.88)B (3.48) (1.86) 
Net asset value, end of period $40.83 $38.44 $32.72 $30.01 $38.72 
Total ReturnC,D 25.54% 18.08% 23.35% (14.60)% 20.72% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .68% .70% .70% .70% .71% 
Expenses net of fee waivers, if any .68% .70% .70% .70% .71% 
Expenses net of all reductions .68% .69% .69% .70% .71% 
Net investment income (loss) .44% .41% .80% .54% .65% 
Supplemental Data      
Net assets, end of period (000 omitted) $739,633 $593,584 $583,760 $530,794 $658,785 
Portfolio turnover rateG 37%H 44% 34% 47% 31% 

 A Calculated based on average shares outstanding during the period.

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

 C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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).

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

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


Notes to Financial Statements

For the period ended December 31, 2021

1. Organization.

VIP Mid Cap Portfolio (the Fund) is a fund of Variable Insurance Products Fund III (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 Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class.

2. Investments in Fidelity Central Funds.

Funds may invest in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Schedule of Investments lists any Fidelity Central Funds held as an investment as of period end, but does not include the underlying holdings of each Fidelity Central Fund. An investing fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the investing fund. These strategies are consistent with the investment objectives of the investing fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the investing fund.

Fidelity Central Fund Investment Manager Investment Objective Investment Practices Expense Ratio(a) 
Fidelity Money Market Central Funds Fidelity Management & Research Company LLC (FMR) Each fund seeks to obtain a high level of current income consistent with the preservation of capital and liquidity. Short-term Investments Less than .005% 

 (a) Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual shareholder report.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, and are not covered by the Report of Independent Registered Public Accounting Firm, are available on the Securities and Exchange Commission website or upon request.

3. 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) 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. 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.

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.

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 December 31, 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. Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of a fund include an amount in addition to trade execution, which may be rebated back to a fund. Any such rebates are included in net realized gain (loss) on investments in the Statement of Operations. 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. 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. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Funds may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. Any withholding tax reclaims income is included in the Statement of Operations in dividends. Any receivables for withholding tax reclaims are included in the Statement of Assets and Liabilities in dividends receivable.

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

VIP Mid Cap Portfolio $76,335 

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 December 31, 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 declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), redemptions in kind, partnerships, deferred Trustee compensation, and losses deferred 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 $3,013,170,989 
Gross unrealized depreciation (95,666,153) 
Net unrealized appreciation (depreciation) $2,917,504,836 
Tax Cost $5,611,916,457 

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

Undistributed ordinary income $1 
Undistributed long-term capital gain $178,560,600 
Net unrealized appreciation (depreciation) on securities and other investments $2,917,457,497 

The Fund intends to elect to defer to its next fiscal year $21,637,242 of capital losses recognized during the period November 1, 2021 to December 31, 2021.

The tax character of distributions paid was as follows:

 December 31, 2021 December 31, 2020 
Ordinary Income $221,179,830 $ 30,609,677 
Long-term Capital Gains 1,083,868,512 – 
Total $1,305,048,342 $ 30,609,677 

4. Purchases and Sales of Investments.

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

 Purchases ($) Sales ($) 
VIP Mid Cap Portfolio 3,018,349,542 3,997,211,058 

Unaffiliated Redemptions In-Kind. Shares that were redeemed in-kind for investments, including accrued interest and cash, if any, are shown in the table below. The net realized gain or loss on investments delivered through in-kind redemptions is included in the accompanying Statement of Operations. The amount of the in-kind redemptions is included in share transactions in the accompanying Statement of Changes in Net Assets. There was no gain or loss for federal income tax purposes.

 Shares Total net realized gain or loss
($) 
Total Proceeds
($) 
Participating classes 
VIP Mid Cap Portfolio 6,032,548 124,938,878 276,471,713 Service Class 2 

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company LLC (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .23% during the period. The group fee rate is based upon the monthly average net assets of a group of registered investment companies with which the investment adviser has management contracts. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .53% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Company LLC (FDC), an affiliate of the investment adviser, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets.

For the period, total fees, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services, were as follows:

Service Class $701,475 
Service Class 2 12,709,850 
 $13,411,325 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company LLC (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class pays a fee for transfer agent services, typesetting and printing and mailing of shareholder reports, excluding mailing of proxy statements. For the period, transfer agent fees for each class were as follows:

 Amount % of Class-Level Average Net Assets 
Initial Class $1,092,879 .06 
Service Class 441,556 .06 
Service Class 2 3,200,637 .06 
Investor Class 954,796 .14 
 $5,689,868  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. For the period, the fees were equivalent to the following annual rates:

 % of Average Net Assets 
VIP Mid Cap Portfolio .01 

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 
VIP Mid Cap Portfolio $77,835 

Interfund Lending Program. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the Fund, along with other registered investment companies having management contracts with Fidelity Management & Research Company LLC (FMR), or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the Fund to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. Activity in this program during the period for which loans were outstanding was as follows:

 Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
VIP Mid Cap Portfolio Borrower $8,232,500 .32% $145 

Interfund Trades. Funds may purchase from or sell securities to other Fidelity Funds 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. Interfund trades during the period are noted in the table below.

 Purchases ($) Sales ($) Realized Gain (Loss) ($) 
VIP Mid Cap Portfolio 124,273,952 203,031,045 85,325,833 

Other. During the period, the investment adviser reimbursed the Fund for certain losses as follows:

 Amount ($) 
VIP Mid Cap Portfolio 2,263 

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

 Amount 
VIP Mid Cap Portfolio $14,382 

7. Security Lending.

Funds lend portfolio securities from time to time in order to earn additional income. Lending agents are used, including National Financial Services (NFS), an affiliate of the investment adviser. Pursuant to a securities lending agreement, NFS will receive a fee, which is capped at 9.9% of a fund's daily lending revenue, for its services as lending agent. A fund may lend securities to certain qualified borrowers, including NFS. 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. Affiliated security lending activity, if any, was as follows:

 Total Security Lending Fees Paid to NFS Security Lending Income From Securities Loaned to NFS Value of Securities Loaned to NFS at Period End 
VIP Mid Cap Portfolio $11,174 $764 $– 

8. Expense Reductions.

Through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's expenses. During the period, custodian credits reduced the Fund's expenses by $142.

In addition, during the period the investment adviser or an affiliate reimbursed and/or waived a portion of fund-level operating expenses in the amount of $128,413.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended
December 31, 2021 
Year ended
December 31, 2020 
VIP Mid Cap Portfolio   
Distributions to shareholders   
Initial Class $282,249,519 $7,591,233 
Service Class 113,643,288 2,947,263 
Service Class 2 793,950,040 17,182,216 
Investor Class 115,205,495 2,888,965 
Total $1,305,048,342 $30,609,677 

10. Share Transactions.

Transactions for each class of shares were as follows and may contain in-kind transactions:

 Shares Shares Dollars Dollars 
 Year ended December 31, 2021 Year ended December 31, 2020 Year ended December 31, 2021 Year ended December 31, 2020 
VIP Mid Cap Portfolio     
Initial Class     
Shares sold 1,506,397 21,181,826 $66,737,492 $546,687,174 
Reinvestment of distributions 6,777,394 211,540 282,249,519 7,591,233 
Shares redeemed (5,103,968) (6,180,803) (224,427,231) (191,581,574) 
Net increase (decrease) 3,179,823 15,212,563 $124,559,780 $362,696,833 
Service Class     
Shares sold 609,556 1,939,735 $26,928,108 $53,696,565 
Reinvestment of distributions 2,765,282 84,002 113,643,288 2,947,263 
Shares redeemed (2,293,170) (2,562,942) (100,931,802) (78,898,820) 
Net increase (decrease) 1,081,668 (539,205) $39,639,594 $(22,254,992) 
Service Class 2     
Shares sold 4,678,886 15,456,377 $199,891,636 $410,010,791 
Reinvestment of distributions 19,921,529 508,274 793,950,039 17,182,216 
Shares redeemed (27,356,107) (53,411,317) (1,181,194,025) (1,466,060,643) 
Net increase (decrease) (2,755,692) (37,446,666) $(187,352,350) $(1,038,867,636) 
Investor Class     
Shares sold 921,130 938,949 $40,113,978 $28,839,304 
Reinvestment of distributions 2,789,747 82,157 115,205,495 2,888,965 
Shares redeemed (1,036,797) (3,419,543) (45,781,633) (101,367,726) 
Net increase (decrease) 2,674,080 (2,398,437) $109,537,840 $(69,639,457) 

11. Other.

A 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, a fund may also enter into contracts that provide general indemnifications. A fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against a fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates were owners of record of more than 10% and certain otherwise unaffiliated shareholders were owners of record of more than 10% of the outstanding shares as follows:

Fund Affiliated % Number of
Unaffiliated Shareholders 
Unaffiliated Shareholders % 
VIP Mid Cap Portfolio 15% 25% 

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 Variable Insurance Products Fund III and Shareholders of VIP Mid Cap Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of VIP Mid Cap Portfolio (one of the funds constituting Variable Insurance Products Fund III, referred to hereafter as the “Fund”) as of December 31, 2021, the related statement of operations for the year ended December 31, 2021, the statement of changes in net assets for each of the two years in the period ended December 31, 2021, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 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 December 31, 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 December 31, 2021 and the financial highlights for each of the five years in the period ended December 31, 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 December 31, 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

February 11, 2022



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.  Each of the Trustees oversees 314 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 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.  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. 

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-208-0098.

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 also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, 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, have also been 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 Acting 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. David M. Thomas serves as 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 Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and other equity funds. The asset allocation funds may invest in Fidelity® funds overseen by the fund's Board. 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. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity® funds overseen by each Board.

The Trustees operate using a system of 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, acting through its committees, has charged FMR 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 FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees.  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, including an annual review of Fidelity's risk management program for the Fidelity® funds.  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+

Bettina Doulton (1964)

Year of Election or Appointment: 2020

Trustee

Ms. Doulton also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Doulton served in a variety of positions at Fidelity Investments, including as a managing director of research (2006-2007), portfolio manager to certain Fidelity® funds (1993-2005), equity analyst and portfolio assistant (1990-1993), and research assistant (1987-1990). Ms. Doulton currently owns and operates Phi Builders + Architects and Cellardoor Winery. Previously, Ms. Doulton served as a member of the Board of Brown Capital Management, LLC (2014-2018).

Robert A. Lawrence (1952)

Year of Election or Appointment: 2020

Trustee

Acting 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).

 * 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 FMR. 

 + 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+

Thomas P. Bostick (1956)

Year of Election or Appointment: 2021

Trustee

Lieutenant General Bostick also serves as Trustee of other Fidelity® funds. Prior to his retirement, General Bostick (United States Army, Retired) held a variety of positions within the U.S. Army, including Commanding General and Chief of Engineers, U.S. Army Corps of Engineers (2012-2016) and Deputy Chief of Staff and Director of Human Resources, U.S. Army (2009-2012). General Bostick currently serves as a member of the Board and Finance and Governance Committees of CSX Corporation (transportation, 2020-present) and a member of the Board and Corporate Governance and Nominating Committee of Perma-Fix Environmental Services, Inc. (nuclear waste management, 2020-present). General Bostick serves as Chief Executive Officer of Bostick Global Strategies, LLC (consulting, 2016-present) and Managing Partner, Sustainability, of Ridge-Lane Limited Partners (strategic advisory and venture development, 2016-present). Previously, General Bostick served as a Member of the Advisory Board of certain Fidelity® funds (2021), President, Intrexon Bioengineering (2018-2020) and Chief Operating Officer (2017-2020) and Senior Vice President of the Environment Sector (2016-2017) of Intrexon Corporation (biopharmaceutical company).

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks served as Chief Operating Officer and as a member of the Board of The Depository Trust & Clearing Corporation (financial markets infrastructure), President, Chief Operating Officer and a member of the Board of The Depository Trust Company (DTC), President and a member of the Board of the National Securities Clearing Corporation (NSCC), Chief Executive Officer and a member of the Board of the Government Securities Clearing Corporation and Chief Executive Officer and a member of the Board of the Mortgage-Backed Securities Clearing Corporation. Mr. Dirks currently serves as a member of the Finance Committee (2016-present) and Board (2017-present) and is Treasurer (2018-present) of the Asolo Repertory Theatre.

Donald F. Donahue (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Donahue also serves as Trustee of other Fidelity® funds. Mr. Donahue serves as President and Chief Executive Officer of Miranda Partners, LLC (risk consulting for the financial services industry, 2012-present). Previously, Mr. Donahue served as Chief Executive Officer (2006-2012), Chief Operating Officer (2003-2006) and Managing Director, Customer Marketing and Development (1999-2003) of The Depository Trust & Clearing Corporation (financial markets infrastructure). Mr. Donahue currently serves as a member (2007-present) and Co-Chairman (2016-present) of the Board of United Way of New York and a member of the Board of NYC Leadership Academy (2012-present). Mr. Donahue previously served as a member of the Advisory Board of certain Fidelity® funds (2015-2018).

Vicki L. Fuller (1957)

Year of Election or Appointment: 2020

Trustee

Ms. Fuller also serves as Trustee of other Fidelity® funds. Previously, Ms. Fuller served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chief Investment Officer of the New York State Common Retirement Fund (2012-2018) and held a variety of positions at AllianceBernstein L.P. (global asset management, 1985-2012), including Managing Director (2006-2012) and Senior Vice President and Senior Portfolio Manager (2001-2006). Ms. Fuller currently serves as a member of the Board, Audit Committee and Nominating and Governance Committee of The Williams Companies, Inc. (natural gas infrastructure, 2018-present), as a member of the Board, Audit Committee and Nominating and Governance Committee of two Blackstone business development companies (2020-present) and as a member of the Board of Treliant, LLC (consulting, 2019-present).

Patricia L. Kampling (1959)

Year of Election or Appointment: 2020

Trustee

Ms. Kampling also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Kampling served as Chairman of the Board and Chief Executive Officer (2012-2019), President and Chief Operating Officer (2011-2012) and Executive Vice President and Chief Financial Officer (2010-2011) of Alliant Energy Corporation. Ms. Kampling currently serves as a member of the Board, Finance Committee and Governance, Compensation and Nominating Committee of Xcel Energy Inc. (utilities company, 2020-present) and as a member of the Board, Audit, Finance and Risk Committee and Safety, Environmental, Technology and Operations Committee of American Water Works Company, Inc. (utilities company, 2019-present). In addition, Ms. Kampling currently serves as a member of the Board of the Nature Conservancy, Wisconsin Chapter (2019-present). Previously, Ms. Kampling served as a Member of the Advisory Board of certain Fidelity® funds (2020), a member of the Board, Compensation Committee and Executive Committee and Chair of the Audit Committee of Briggs & Stratton Corporation (manufacturing, 2011-2021), a member of the Board of Interstate Power and Light Company (2012-2019) and Wisconsin Power and Light Company (2012-2019) (each a subsidiary of Alliant Energy Corporation) and as a member of the Board and Workforce Development Committee of the Business Roundtable (2018-2019).

Thomas A. Kennedy (1955)

Year of Election or Appointment: 2021

Trustee

Mr. Kennedy also serves as Trustee of other Fidelity® funds. Previously, Mr. Kennedy served as a Member of the Advisory Board of certain Fidelity® funds (2020) and held a variety of positions at Raytheon Company (aerospace and defense, 1983-2020), including Chairman and Chief Executive Officer (2014-2020) and Executive Vice President and Chief Operating Officer (2013-2014). Mr. Kennedy currently serves as Executive Chairman of the Board of Directors of Raytheon Technologies Corporation (aerospace and defense, 2020-present). He is also a member of the Rutgers School of Engineering Industry Advisory Board (2011-present) and a member of the UCLA Engineering Dean’s Executive Board (2016-present).

Oscar Munoz (1959)

Year of Election or Appointment: 2021

Trustee

Mr. Munoz also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Munoz served as Executive Chairman (2020-2021), Chief Executive Officer (2015-2020), President (2015-2016) and a member of the Board (2010-2021) of United Airlines Holdings, Inc. Mr. Munoz currently serves as a member of the Board of CBRE Group, Inc. (commercial real estate, 2020-present), a member of the Board of Univision Communications, Inc. (Hispanic media, 2020-present) and a member of the Advisory Board of Salesforce.com, Inc. (cloud-based software, 2020-present). Previously, Mr. Munoz served as a Member of the Advisory Board of certain Fidelity® funds (2021).

Garnett A. Smith (1947)

Year of Election or Appointment: 2018

Trustee

Mr. Smith also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Smith served as Chairman and Chief Executive Officer (1990-1997) and President (1986-1990) of Inbrand Corp. (manufacturer of personal absorbent products). Prior to his employment with Inbrand Corp., he was employed by a retail fabric chain and North Carolina National Bank (now Bank of America). Mr. Smith previously served as a member of the Advisory Board of certain Fidelity® funds (2012-2013).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

Lead Independent Trustee

Mr. Thomas also serves as Trustee of other Fidelity® funds. Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). Mr. Thomas currently serves as a member of the Board of Fortune Brands Home and Security (home and security products, 2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication).

Susan Tomasky (1953)

Year of Election or Appointment: 2020

Trustee

Ms. Tomasky also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Tomasky served in various executive officer positions at American Electric Power Company, Inc. (1998-2011), including most recently as President of AEP Transmission (2007-2011). Ms. Tomasky currently serves as a member of the Board and Sustainability Committee and as Chair of the Audit Committee of Marathon Petroleum Corporation (2018-present) and as a member of the Board, Corporate Governance Committee and Organization and Compensation Committee and as Chair of the Audit Committee of Public Service Enterprise Group, Inc. (utilities company, 2012-present). In addition, Ms. Tomasky currently serves as a member (2009-present) and President (2020-present) of the Board of the Royal Shakespeare Company – America (2009-present), as a member of the Board of the Columbus Association for the Performing Arts (2011-present) and as a member of the Board and Investment Committee of Kenyon College (2016-present). Previously, Ms. Tomasky served as a Member of the Advisory Board of certain Fidelity® funds (2020), as a member of the Board of the Columbus Regional Airport Authority (2007-2020), as a member of the Board (2011-2018) and Lead Independent Director (2015-2018) of Andeavor Corporation (previously Tesoro Corporation) (independent oil refiner and marketer) and as a member of the Board of Summit Midstream Partners LP (energy, 2012-2018).

Michael E. Wiley (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Wiley also serves as Trustee of other Fidelity® funds. Previously, Mr. Wiley served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chairman, President and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004). Mr. Wiley also previously served as a member of the Board of Andeavor Corporation (independent oil refiner and marketer, 2005-2018), a member of the Board of Andeavor Logistics LP (natural resources logistics, 2015-2018) and a member of the Board of High Point Resources (exploration and production, 2005-2020).

 + 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 Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

Mr. Lynch also serves as a Member of the Advisory Board of other Fidelity® funds. Mr. Lynch is Vice Chairman and a Director of Fidelity Management & Research Company LLC (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served as Vice Chairman and a Director of FMR Co., Inc. (investment adviser firm) and on the Special Olympics International Board of Directors (1997-2006).

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as an officer of other funds. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

William C. Coffey (1969)

Year of Election or Appointment: 2019

Assistant Secretary

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Secretary and CLO of certain funds (2018-2019); CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2018-2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2018-2019); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2018-2019); and Assistant Secretary of certain funds (2009-2018).

Timothy M. Cohen (1969)

Year of Election or Appointment: 2018

Vice President

Mr. Cohen also serves as Vice President of other funds. Mr. Cohen serves as Co-Head of Equity (2018-present), a Director of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2016-present), and is an employee of Fidelity Investments. Previously, Mr. Cohen served as Executive Vice President of Fidelity SelectCo, LLC (2019), Head of Global Equity Research (2016-2018), Chief Investment Officer - Equity and a Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2013-2015) and as a Director of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2017).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as an officer of other funds. Mr. Davis serves as Assistant Treasurer of FIMM, LLC (2021-present), FMR Capital, Inc. (2017-present), FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-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 serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Colm A. Hogan (1973)

Year of Election or Appointment: 2020

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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). 

Pamela R. Holding (1964)

Year of Election or Appointment: 2018

Vice President

Ms. Holding also serves as Vice President of other funds. Ms. Holding serves as Co-Head of Equity (2018-present) and is an employee of Fidelity Investments (2013-present). Previously, Ms. Holding served as Executive Vice President of Fidelity SelectCo, LLC (2019) and as Chief Investment Officer of Fidelity Institutional Asset Management (2013-2018).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2019

Secretary and Chief Legal Officer (CLO)

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); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present); Secretary of FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-present); and Assistant Secretary of FIMM, LLC (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: 2020

Deputy Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Jason P. Pogorelec (1975)

Year of Election or Appointment: 2020

Chief Compliance Officer

Mr. Pogorelec also serves as Chief Compliance Officer of other funds. Mr. Pogorelec is a senior Vice President of Asset Management Compliance for Fidelity Investments and is an employee of Fidelity Investments (2006-present). Previously, Mr. Pogorelec served as Vice President, Associate General Counsel for Fidelity Investments (2010-2020) and Assistant Secretary of certain Fidelity funds (2015-2020).

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: 2016

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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.

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as an officer of other funds. Mr. Wegmann serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2011-present). Previously, Mr. Wegmann served as Assistant Treasurer of certain Fidelity® funds (2019-2021).

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 (July 1, 2021 to December 31, 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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2021 
Ending
Account Value
December 31, 2021 
Expenses Paid
During Period-B
July 1, 2021
to December 31, 2021 
VIP Mid Cap Portfolio     
Initial Class .60%    
Actual  $1,000.00 $1,086.20 $3.16 
Hypothetical-C  $1,000.00 $1,022.18 $3.06 
Service Class .70%    
Actual  $1,000.00 $1,085.70 $3.68 
Hypothetical-C  $1,000.00 $1,021.68 $3.57 
Service Class 2 .85%    
Actual  $1,000.00 $1,085.10 $4.47 
Hypothetical-C  $1,000.00 $1,020.92 $4.33 
Investor Class .68%    
Actual  $1,000.00 $1,086.10 $3.58 
Hypothetical-C  $1,000.00 $1,021.78 $3.47 

 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 184/ 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 VIP Mid Cap Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

 Pay Date Record Date Capital Gains 
VIP Mid Cap Portfolio    
Initial Class 02/04/2022 02/04/2022 $0.882 
Service Class 02/04/2022 02/04/2022 $0.882 
Service Class 2 02/04/2022 02/04/2022 $0.882 
Investor Class 02/04/2022 02/04/2022 $0.882 

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2021, $1,233,481,267, or, if subsequently determined to be different, the net capital gain of such year.

Initial Class designates 26% and 21%; Service Class designates 27% and 25%; Service Class 2 designates 28% and 31%; and Investor Class designates 26% and 24%; of the dividends distributed on December 1, 2021 and December 31, 2021, respectively, during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.





Fidelity Investments

VIPMID-ANN-0322
1.735273.122




Fidelity® Variable Insurance Products:

Value Strategies Portfolio



Annual Report

December 31, 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


To view a fund's proxy voting guidelines and 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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Fidelity® Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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. © 2022 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 COVID-19 emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and corporate earnings. On March 11, 2020, the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread. The pandemic prompted a number of measures to limit the spread of COVID-19, 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. To help stem the turmoil, the U.S. government took unprecedented action – in concert with the U.S. Federal Reserve and central banks around the world – to help support consumers, businesses, and the broader economy, and to limit disruption to the financial system.

In general, the overall impact of the pandemic lessened in 2021, amid a resilient economy and widespread distribution of three COVID-19 vaccines granted emergency use authorization from the U.S. Food and Drug Administration (FDA) early in the year. Still, the situation remains dynamic, and the extent and duration of its influence on financial markets and the economy is highly uncertain, due in part to a recent spike in cases based on highly contagious variants of the coronavirus.

Extreme events such as the COVID-19 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 continue to take extra steps to be responsive to customer needs. We encourage you to visit us online, 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. During periods of reimbursement by Fidelity, a fund’s total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

For the periods ended December 31, 2021 Past 1 year Past 5 years Past 10 years 
Initial Class 33.60% 13.94% 13.74% 
Service Class 33.48% 13.83% 13.63% 
Service Class 2 33.34% 13.67% 13.47% 
Investor Class 33.48% 13.85% 13.65% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Value Strategies Portfolio - Initial Class on December 31, 2011.

The chart shows how the value of your investment would have changed, and also shows how the Russell Midcap® Value Index performed over the same period.


Period Ending Values

$36,221VIP Value Strategies Portfolio - Initial Class

$35,286Russell Midcap® Value Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 28.71% in 2021, with U.S. equities rising on improving economic growth, strong corporate earnings, widespread COVID-19 vaccination, and accommodative fiscal and monetary stimulus. In the first quarter, the index gained 6.17%. Investors were buoyed by the rollout of vaccines, the U.S. Federal Reserve’s pledge to hold short-term interest rates near zero until the economy recovered, and the federal government’s deployment of trillions of dollars to boost the economy. A flattish May reflected concerns about inflation and jobs, but the rally resumed through August amid strong earnings. In September, the index returned -4.65% as sentiment turned broadly negative due to a host of factors. These included inflationary pressure from surging commodity prices, rising bond yields, supply constraints and disruption, and the fast-spreading delta variant of the coronavirus. The Fed also signaled it could soon begin to taper the bond purchases it has made since the onset of the pandemic. The index sharply reversed course with a 7.01% gain in October, driven by strength in earnings. Then in November, the index stalled again, returning -0.69% amid the emergence of a new, more-highly transmissible variant, omicron, and rising inflation, which breached a 40-year high. The index advanced 4.48% in December, after studies suggested omicron resulted in fewer severe COVID-19 cases. All sectors had a double-digit return, led by energy (+55%) and real estate (+46%), whereas utilities (+18%) notably lagged.

Comments from Portfolio Manager Matt Friedman:  For the fiscal year ending December 31, 2021, the fund's share classes gained roughly 33% to 34%, outperforming the 28.34% result of the benchmark Russell Midcap® Value Index. Versus the benchmark, security selection was the primary contributor, especially in the capital goods area of the industrials sector. Strong picks in materials also bolstered the fund's relative result. Also bolstering performance was security selection and an underweighting in the communication services sector, especially within the media & entertainment industry. The biggest individual relative contributor was an overweight position in Olin (+139%). Also helping performance was our outsized stake in Builders FirstSource, which gained roughly 115%. This was a position we established the past 12 months. The fund's non-benchmark stake in TFI International gained 120%, and we pared our stake. Conversely, the largest detractor from performance versus the benchmark was our stock selection in information technology. Security selection in utilities and energy also hindered the fund's relative performance. The biggest individual relative detractor was an overweight position in Gap (-48%), which was a stake we established the past year. Other notable relative detractors included was overweightings in Allison Transmission (-14%) and Jazz Pharma (-23%). This period we increased our stake in Jazz. Notable changes in positioning include increased exposure to the energy sector and a lower allocation to consumer staples.

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)

Top Ten Stocks as of December 31, 2021

 % of fund's net assets 
CubeSmart 2.3 
Cushman & Wakefield PLC 2.3 
Builders FirstSource, Inc. 2.2 
Canadian Natural Resources Ltd. 2.2 
Equity Lifestyle Properties, Inc. 2.2 
Cigna Corp. 2.2 
Edison International 1.8 
Ameriprise Financial, Inc. 1.6 
SS&C Technologies Holdings, Inc. 1.6 
Centene Corp. 1.5 
 19.9 

Top Five Market Sectors as of December 31, 2021

 % of fund's net assets 
Industrials 19.9 
Financials 15.4 
Consumer Discretionary 11.2 
Real Estate 10.2 
Materials 8.3 

Asset Allocation (% of fund's net assets)

As of December 31, 2021* 
   Stocks 98.8% 
   Short-Term Investments and Net Other Assets (Liabilities) 1.2% 


 * Foreign investments - 18.3%

Schedule of Investments December 31, 2021

Showing Percentage of Net Assets

Common Stocks - 98.8%   
 Shares Value 
COMMUNICATION SERVICES - 2.6%   
Diversified Telecommunication Services - 0.4%   
Liberty Global PLC Class C (a) 106,900 $3,002,821 
Entertainment - 0.6%   
Activision Blizzard, Inc. 62,200 4,138,166 
Media - 1.6%   
Interpublic Group of Companies, Inc. 192,400 7,205,380 
Nexstar Broadcasting Group, Inc. Class A 33,500 5,057,830 
  12,263,210 
TOTAL COMMUNICATION SERVICES  19,404,197 
CONSUMER DISCRETIONARY - 11.2%   
Auto Components - 0.9%   
Adient PLC (a) 135,600 6,492,528 
Distributors - 0.8%   
LKQ Corp. 96,300 5,780,889 
Diversified Consumer Services - 1.5%   
Adtalem Global Education, Inc. (a) 227,511 6,725,225 
Laureate Education, Inc. Class A 369,618 4,524,124 
  11,249,349 
Hotels, Restaurants & Leisure - 1.0%   
Caesars Entertainment, Inc. (a) 81,000 7,575,930 
Household Durables - 1.9%   
Mohawk Industries, Inc. (a) 46,002 8,380,644 
Taylor Morrison Home Corp. (a) 167,500 5,855,800 
  14,236,444 
Internet & Direct Marketing Retail - 0.8%   
eBay, Inc. 90,700 6,031,550 
Multiline Retail - 1.9%   
Dollar Tree, Inc. (a) 77,000 10,820,040 
Nordstrom, Inc. (a)(b) 170,600 3,858,972 
  14,679,012 
Specialty Retail - 2.4%   
Gap, Inc. (b) 323,200 5,704,480 
Rent-A-Center, Inc. 160,100 7,691,204 
Sally Beauty Holdings, Inc. (a)(b) 263,300 4,860,518 
  18,256,202 
TOTAL CONSUMER DISCRETIONARY  84,301,904 
CONSUMER STAPLES - 3.9%   
Beverages - 1.0%   
Primo Water Corp. (b) 443,600 7,820,668 
Food & Staples Retailing - 0.7%   
U.S. Foods Holding Corp. (a) 150,800 5,252,364 
Food Products - 1.5%   
Bunge Ltd. 27,400 2,558,064 
Darling Ingredients, Inc. (a) 124,363 8,617,112 
  11,175,176 
Household Products - 0.0%   
Reynolds Consumer Products, Inc. 87 2,732 
Tobacco - 0.7%   
Altria Group, Inc. 104,700 4,961,733 
TOTAL CONSUMER STAPLES  29,212,673 
ENERGY - 6.3%   
Energy Equipment & Services - 0.7%   
Liberty Oilfield Services, Inc. Class A (a)(b) 536,404 5,203,119 
Oil, Gas & Consumable Fuels - 5.6%   
Canadian Natural Resources Ltd. 395,800 16,724,384 
Cheniere Energy, Inc. 110,700 11,227,194 
Hess Corp. 145,300 10,756,559 
Tourmaline Oil Corp. 108,900 3,515,930 
  42,224,067 
TOTAL ENERGY  47,427,186 
FINANCIALS - 15.4%   
Banks - 2.8%   
East West Bancorp, Inc. 68,100 5,358,108 
First Citizens Bancshares, Inc. (b) 8,600 7,136,624 
Signature Bank 26,700 8,636,649 
  21,131,381 
Capital Markets - 4.0%   
Ameriprise Financial, Inc. 40,300 12,156,898 
Lazard Ltd. Class A 180,214 7,862,737 
LPL Financial 60,400 9,669,436 
  29,689,071 
Consumer Finance - 2.1%   
OneMain Holdings, Inc. 155,400 7,776,216 
SLM Corp. 420,200 8,265,334 
  16,041,550 
Diversified Financial Services - 0.5%   
Voya Financial, Inc. 51,400 3,408,334 
Insurance - 6.0%   
American Financial Group, Inc. 69,700 9,571,204 
Arch Capital Group Ltd. (a) 240,000 10,668,000 
Assurant, Inc. 55,900 8,712,574 
Reinsurance Group of America, Inc. 52,305 5,726,874 
The Travelers Companies, Inc. 68,500 10,715,455 
  45,394,107 
TOTAL FINANCIALS  115,664,443 
HEALTH CARE - 6.7%   
Biotechnology - 0.8%   
United Therapeutics Corp. (a) 26,600 5,747,728 
Health Care Providers & Services - 4.9%   
Centene Corp. (a) 136,400 11,239,360 
Cigna Corp. 70,900 16,280,767 
Laboratory Corp. of America Holdings (a) 28,200 8,860,722 
  36,380,849 
Pharmaceuticals - 1.0%   
Jazz Pharmaceuticals PLC (a) 60,700 7,733,180 
TOTAL HEALTH CARE  49,861,757 
INDUSTRIALS - 19.9%   
Aerospace & Defense - 1.1%   
Curtiss-Wright Corp. 56,700 7,862,589 
Air Freight & Logistics - 1.0%   
FedEx Corp. 30,200 7,810,928 
Building Products - 3.4%   
Builders FirstSource, Inc. (a) 197,000 16,884,870 
Jeld-Wen Holding, Inc. (a) 332,500 8,764,700 
  25,649,570 
Commercial Services & Supplies - 0.8%   
The Brink's Co. 96,200 6,307,834 
Construction & Engineering - 2.6%   
Fluor Corp. (a)(b) 349,900 8,667,023 
Willscot Mobile Mini Holdings (a) 256,900 10,491,796 
  19,158,819 
Machinery - 2.0%   
Allison Transmission Holdings, Inc. 206,800 7,517,180 
Crane Co. 75,000 7,629,750 
  15,146,930 
Marine - 0.9%   
Kirby Corp. (a) 111,900 6,649,098 
Professional Services - 3.0%   
KBR, Inc. 128,300 6,109,646 
Manpower, Inc. 60,000 5,839,800 
Nielsen Holdings PLC 508,200 10,423,182 
  22,372,628 
Road & Rail - 2.1%   
Ryder System, Inc. 60,600 4,995,258 
TFI International, Inc. (Canada) 65,800 7,379,775 
XPO Logistics, Inc. (a) 44,600 3,453,378 
  15,828,411 
Trading Companies & Distributors - 3.0%   
AerCap Holdings NV (a) 90,300 5,907,426 
Beacon Roofing Supply, Inc. (a) 149,700 8,585,295 
Univar, Inc. (a) 276,900 7,850,115 
  22,342,836 
TOTAL INDUSTRIALS  149,129,643 
INFORMATION TECHNOLOGY - 6.0%   
Communications Equipment - 0.5%   
Plantronics, Inc. (a)(b) 129,200 3,790,728 
Electronic Equipment & Components - 1.2%   
Flex Ltd. (a) 499,800 9,161,334 
IT Services - 1.9%   
DXC Technology Co. (a) 170,500 5,488,395 
Unisys Corp. (a)(b) 421,177 8,663,611 
  14,152,006 
Software - 2.4%   
NCR Corp. (a) 153,700 6,178,740 
SS&C Technologies Holdings, Inc. 140,700 11,534,586 
  17,713,326 
TOTAL INFORMATION TECHNOLOGY  44,817,394 
MATERIALS - 8.3%   
Chemicals - 3.4%   
Axalta Coating Systems Ltd. (a) 286,500 9,488,880 
Olin Corp. 159,918 9,198,483 
Tronox Holdings PLC 272,900 6,557,787 
  25,245,150 
Construction Materials - 0.8%   
Eagle Materials, Inc. 35,100 5,842,746 
Containers & Packaging - 2.7%   
Berry Global Group, Inc. (a) 112,400 8,292,872 
Crown Holdings, Inc. 61,100 6,758,882 
O-I Glass, Inc. (a) 457,200 5,500,116 
  20,551,870 
Metals & Mining - 1.4%   
Arconic Corp. (a) 189,900 6,268,599 
Constellium NV (a) 256,800 4,599,288 
  10,867,887 
TOTAL MATERIALS  62,507,653 
REAL ESTATE - 10.2%   
Equity Real Estate Investment Trusts (REITs) - 7.9%   
American Tower Corp. 31,300 9,155,250 
CubeSmart 303,800 17,289,260 
Equinix, Inc. 13,200 11,165,088 
Equity Lifestyle Properties, Inc. 189,500 16,611,570 
Ventas, Inc. 103,600 5,296,032 
  59,517,200 
Real Estate Management & Development - 2.3%   
Cushman & Wakefield PLC (a) 771,500 17,158,160 
TOTAL REAL ESTATE  76,675,360 
UTILITIES - 8.3%   
Electric Utilities - 4.1%   
Edison International 196,200 13,390,650 
NRG Energy, Inc. 147,500 6,354,300 
PG&E Corp. (a) 883,500 10,725,690 
  30,470,640 
Independent Power and Renewable Electricity Producers - 1.9%   
The AES Corp. 448,400 10,896,120 
Vistra Corp. 156,100 3,554,397 
  14,450,517 
Multi-Utilities - 2.3%   
CenterPoint Energy, Inc. 314,300 8,772,113 
MDU Resources Group, Inc. 279,400 8,616,696 
  17,388,809 
TOTAL UTILITIES  62,309,966 
TOTAL COMMON STOCKS   
(Cost $552,463,136)  741,312,176 
Money Market Funds - 4.3%   
Fidelity Cash Central Fund 0.08% (c) 13,963,340 13,966,133 
Fidelity Securities Lending Cash Central Fund 0.08% (c)(d) 17,799,987 17,801,767 
TOTAL MONEY MARKET FUNDS   
(Cost $31,767,900)  31,767,900 
TOTAL INVESTMENT IN SECURITIES - 103.1%   
(Cost $584,231,036)  773,080,076 
NET OTHER ASSETS (LIABILITIES) - (3.1)%  (22,954,986) 
NET ASSETS - 100%  $750,125,090 

Legend

 (a) Non-income producing

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

 (c) 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.

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

Affiliated Central Funds

Fiscal year to date information regarding the Fund's investments in Fidelity Central Funds, including the ownership percentage, is presented below.

Fund Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain/Loss Change in Unrealized appreciation (depreciation) Value, end of period % ownership, end of period 
Fidelity Cash Central Fund 0.08% $12,362,829 $229,247,924 $227,644,624 $5,723 $4 $-- $13,966,133 0.0% 
Fidelity Securities Lending Cash Central Fund 0.08% 1,395,842 170,183,982 153,778,057 11,075 -- -- 17,801,767 0.1% 
Total $13,758,671 $399,431,906 $381,422,681 $16,798 $4 $-- $31,767,900  

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.

Investment Valuation

The following is a summary of the inputs used, as of December 31, 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 $19,404,197 $19,404,197 $-- $-- 
Consumer Discretionary 84,301,904 84,301,904 -- -- 
Consumer Staples 29,212,673 29,212,673 -- -- 
Energy 47,427,186 47,427,186 -- -- 
Financials 115,664,443 115,664,443 -- -- 
Health Care 49,861,757 49,861,757 -- -- 
Industrials 149,129,643 149,129,643 -- -- 
Information Technology 44,817,394 44,817,394 -- -- 
Materials 62,507,653 62,507,653 -- -- 
Real Estate 76,675,360 76,675,360 -- -- 
Utilities 62,309,966 62,309,966 -- -- 
Money Market Funds 31,767,900 31,767,900 -- -- 
Total Investments in Securities: $773,080,076 $773,080,076 $-- $-- 

Other Information

Distribution of investments by country or territory of incorporation, as a percentage of Total Net Assets, is as follows (Unaudited):

United States of America 81.7% 
United Kingdom 5.0% 
Canada 4.7% 
Bermuda 4.1% 
Ireland 1.9% 
Singapore 1.2% 
Others (Individually Less Than 1%) 1.4% 
 100.0% 

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


Financial Statements

Statement of Assets and Liabilities

  December 31, 2021 
Assets   
Investment in securities, at value (including securities loaned of $17,436,090) — See accompanying schedule:
Unaffiliated issuers (cost $552,463,136) 
$741,312,176  
Fidelity Central Funds (cost $31,767,900) 31,767,900  
Total Investment in Securities (cost $584,231,036)  $773,080,076 
Foreign currency held at value (cost $13,172)  13,172 
Receivable for investments sold  311,225 
Receivable for fund shares sold  93,134 
Dividends receivable  834,312 
Distributions receivable from Fidelity Central Funds  3,201 
Prepaid expenses  761 
Other receivables  395 
Total assets  774,336,276 
Liabilities   
Payable for investments purchased $639,321  
Payable for fund shares redeemed 5,267,116  
Accrued management fee 316,754  
Distribution and service plan fees payable 65,741  
Other affiliated payables 77,512  
Other payables and accrued expenses 43,017  
Collateral on securities loaned 17,801,725  
Total liabilities  24,211,186 
Net Assets  $750,125,090 
Net Assets consist of:   
Paid in capital  $556,283,471 
Total accumulated earnings (loss)  193,841,619 
Net Assets  $750,125,090 
Net Asset Value and Maximum Offering Price   
Initial Class:   
Net Asset Value, offering price and redemption price per share ($125,050,267 ÷ 7,623,249 shares)  $16.40 
Service Class:   
Net Asset Value, offering price and redemption price per share ($27,216,491 ÷ 1,664,914 shares)  $16.35 
Service Class 2:   
Net Asset Value, offering price and redemption price per share ($315,103,723 ÷ 18,996,259 shares)  $16.59 
Investor Class:   
Net Asset Value, offering price and redemption price per share ($282,754,609 ÷ 17,396,659 shares)  $16.25 

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


Statement of Operations

  Year ended December 31, 2021 
Investment Income   
Dividends  $11,948,726 
Special dividends  2,591,022 
Income from Fidelity Central Funds (including $11,075 from security lending)  16,798 
Total income  14,556,546 
Expenses   
Management fee $3,626,091  
Transfer agent fees 626,398  
Distribution and service plan fees 758,706  
Accounting fees 246,959  
Custodian fees and expenses 19,952  
Independent trustees' fees and expenses 2,294  
Audit 61,151  
Legal 4,539  
Interest 851  
Miscellaneous 2,413  
Total expenses before reductions 5,349,354  
Expense reductions (10,981)  
Total expenses after reductions  5,338,373 
Net investment income (loss)  9,218,173 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 80,368,899  
Fidelity Central Funds  
Foreign currency transactions (3,590)  
Futures contracts 31,053  
Total net realized gain (loss)  80,396,366 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers 86,973,537  
Assets and liabilities in foreign currencies 868  
Total change in net unrealized appreciation (depreciation)  86,974,405 
Net gain (loss)  167,370,771 
Net increase (decrease) in net assets resulting from operations  $176,588,944 

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


Statement of Changes in Net Assets

 Year ended December 31, 2021 Year ended December 31, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $9,218,173 $4,302,141 
Net realized gain (loss) 80,396,366 (15,239,774) 
Change in net unrealized appreciation (depreciation) 86,974,405 44,777,396 
Net increase (decrease) in net assets resulting from operations 176,588,944 33,839,763 
Distributions to shareholders (69,398,801) (24,950,740) 
Share transactions - net increase (decrease) 150,373,547 53,759,415 
Total increase (decrease) in net assets 257,563,690 62,648,438 
Net Assets   
Beginning of period 492,561,400 429,912,962 
End of period $750,125,090 $492,561,400 

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


Financial Highlights

VIP Value Strategies Portfolio Initial Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $13.55 $13.31 $11.11 $14.27 $15.77 
Income from Investment Operations      
Net investment income (loss)A .24B .14 .20C .17 .25D 
Net realized and unrealized gain (loss) 4.26 .88 3.39 (2.58) 2.35 
Total from investment operations 4.50 1.02 3.59 (2.41) 2.60 
Distributions from net investment income (.26) (.15) (.21) (.13) (.22) 
Distributions from net realized gain (1.39) (.63) (1.18) (.62) (3.88) 
Total distributions (1.65) (.78) (1.39) (.75) (4.10) 
Net asset value, end of period $16.40 $13.55 $13.31 $11.11 $14.27 
Total ReturnE,F 33.60% 8.26% 34.53% (17.32)% 19.36% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .64% .66% .66% .67% .68% 
Expenses net of fee waivers, if any .63% .66% .66% .67% .68% 
Expenses net of all reductions .63% .65% .66% .66% .67% 
Net investment income (loss) 1.47%B 1.32% 1.64%C 1.29% 1.74%D 
Supplemental Data      
Net assets, end of period (000 omitted) $125,050 $95,708 $83,357 $77,279 $99,324 
Portfolio turnover rateI 62% 85% 68% 68% 53% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.06 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.09%.

 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 1.36%.

 D Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.05 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.38%.

 E Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Value Strategies Portfolio Service Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $13.51 $13.27 $11.09 $14.23 $15.74 
Income from Investment Operations      
Net investment income (loss)A .22B .13 .19C .16 .23D 
Net realized and unrealized gain (loss) 4.25 .88 3.37 (2.56) 2.34 
Total from investment operations 4.47 1.01 3.56 (2.40) 2.57 
Distributions from net investment income (.24) (.14) (.20) (.12) (.20) 
Distributions from net realized gain (1.39) (.63) (1.18) (.62) (3.88) 
Total distributions (1.63) (.77) (1.38) (.74) (4.08) 
Net asset value, end of period $16.35 $13.51 $13.27 $11.09 $14.23 
Total ReturnE,F 33.48% 8.18% 34.29% (17.33)% 19.21% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .73% .76% .76% .77% .78% 
Expenses net of fee waivers, if any .73% .76% .76% .77% .78% 
Expenses net of all reductions .73% .75% .76% .76% .77% 
Net investment income (loss) 1.37%B 1.22% 1.54%C 1.19% 1.64%D 
Supplemental Data      
Net assets, end of period (000 omitted) $27,216 $19,115 $20,992 $16,586 $22,859 
Portfolio turnover rateI 62% 85% 68% 68% 53% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.06 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been .99%.

 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 1.26%.

 D Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.05 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.28%.

 E Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Value Strategies Portfolio Service Class 2

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $13.68 $13.43 $11.21 $14.38 $15.86 
Income from Investment Operations      
Net investment income (loss)A .20B .12 .17C .14 .21D 
Net realized and unrealized gain (loss) 4.31 .88 3.41 (2.59) 2.37 
Total from investment operations 4.51 1.00 3.58 (2.45) 2.58 
Distributions from net investment income (.21) (.12) (.18) (.10) (.18) 
Distributions from net realized gain (1.39) (.63) (1.18) (.62) (3.88) 
Total distributions (1.60) (.75) (1.36) (.72) (4.06) 
Net asset value, end of period $16.59 $13.68 $13.43 $11.21 $14.38 
Total ReturnE,F 33.34% 8.02% 34.10% (17.50)% 19.08% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .88% .91% .91% .92% .93% 
Expenses net of fee waivers, if any .88% .91% .91% .92% .92% 
Expenses net of all reductions .88% .90% .91% .91% .92% 
Net investment income (loss) 1.22%B 1.07% 1.39%C 1.04% 1.49%D 
Supplemental Data      
Net assets, end of period (000 omitted) $315,104 $228,031 $220,982 $160,274 $210,354 
Portfolio turnover rateI 62% 85% 68% 68% 53% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.06 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been .84%.

 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 1.11%.

 D Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.05 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.13%.

 E Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

 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 adviser, 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.


VIP Value Strategies Portfolio Investor Class

Years ended December 31, 2021 2020 2019 2018 2017 
Selected Per–Share Data      
Net asset value, beginning of period $13.44 $13.20 $11.04 $14.18 $15.69 
Income from Investment Operations      
Net investment income (loss)A .23B .14 .19C .16 .23D 
Net realized and unrealized gain (loss) 4.22 .87 3.35 (2.56) 2.34 
Total from investment operations 4.45 1.01 3.54 (2.40) 2.57 
Distributions from net investment income (.24) (.14) (.20) (.12) (.21) 
Distributions from net realized gain (1.39) (.63) (1.18) (.62) (3.88) 
Total distributions (1.64)E (.77) (1.38) (.74) (4.08)E 
Net asset value, end of period $16.25 $13.44 $13.20 $11.04 $14.18 
Total ReturnF,G 33.48% 8.26% 34.27% (17.37)% 19.30% 
Ratios to Average Net AssetsH,I      
Expenses before reductions .71% .74% .74% .75% .76% 
Expenses net of fee waivers, if any .71% .74% .74% .75% .76% 
Expenses net of all reductions .71% .73% .74% .74% .75% 
Net investment income (loss) 1.39%B 1.24% 1.56%C 1.21% 1.66%D 
Supplemental Data      
Net assets, end of period (000 omitted) $282,755 $149,707 $104,581 $85,385 $121,110 
Portfolio turnover rateJ 62% 85% 68% 68% 53% 

 A Calculated based on average shares outstanding during the period.

 B Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.06 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.02%.

 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 1.28%.

 D Net investment income per share reflects one or more large, non-recurring dividend(s) which amounted to $.05 per share. Excluding such non-recurring dividend(s), the ratio of net investment income (loss) to average net assets would have been 1.29%.

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

 F Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

 H 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.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment adviser, 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.

 J 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 December 31, 2021

1. Organization.

VIP Value Strategies Portfolio (the Fund) is a fund of Variable Insurance Products Fund III (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 Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, and Service Class 2 shares and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class.

2. Investments in Fidelity Central Funds.

Funds may invest in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Schedule of Investments lists any Fidelity Central Funds held as an investment as of period end, but does not include the underlying holdings of each Fidelity Central Fund. An investing fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the investing fund. These strategies are consistent with the investment objectives of the investing fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the investing fund.

Fidelity Central Fund Investment Manager Investment Objective Investment Practices Expense Ratio(a) 
Fidelity Money Market Central Funds Fidelity Management & Research Company LLC (FMR) Each fund seeks to obtain a high level of current income consistent with the preservation of capital and liquidity. Short-term Investments Less than .005% 

 (a) Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual shareholder report.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, and are not covered by the Report of Independent Registered Public Accounting Firm, are available on the Securities and Exchange Commission website or upon request.

3. 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) 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. 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, 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.

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.

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 December 31, 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. Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of a fund include an amount in addition to trade execution, which may be rebated back to a fund. Any such rebates are included in net realized gain (loss) on investments in the Statement of Operations. 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. 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. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

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 December 31, 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 declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

Book-tax differences are primarily due to foreign currency transactions, capital loss carryforwards, partnerships 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 $206,508,449 
Gross unrealized depreciation (18,995,649) 
Net unrealized appreciation (depreciation) $187,512,800 
Tax Cost $585,567,276 

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

Undistributed ordinary income $660,826 
Undistributed long-term capital gain $5,667,070 
Net unrealized appreciation (depreciation) on securities and other investments $187,513,722 

The tax character of distributions paid was as follows:

 December 31, 2021 December 31, 2020 
Ordinary Income $27,392,100 $ 6,026,245 
Long-term Capital Gains 42,006,701 18,924,495 
Total $69,398,801 $ 24,950,740 

4. 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.

5. Purchases and Sales of Investments.

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

 Purchases ($) Sales ($) 
VIP Value Strategies Portfolio 508,605,135 415,775,875 

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company LLC (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .23% during the period. The group fee rate is based upon the monthly average net assets of a group of registered investment companies with which the investment adviser has management contracts. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .52% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Company LLC (FDC), an affiliate of the investment adviser, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets.

For the period, total fees, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services, were as follows:

Service Class $24,995 
Service Class 2 733,711 
 $758,706 

Transfer Agent Fees. Fidelity Investments Institutional Operations Company LLC (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class pays a fee for transfer agent services, typesetting and printing and mailing of shareholder reports, excluding mailing of proxy statements. For the period, transfer agent fees for each class were as follows:

 Amount % of Class-Level Average Net Assets 
Initial Class $75,206 .06 
Service Class 15,734 .06 
Service Class 2 184,764 .06 
Investor Class 350,694 .14 
 $626,398  

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. For the period, the fees were equivalent to the following annual rates:

 % of Average Net Assets 
VIP Value Strategies Portfolio .04 

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 
VIP Value Strategies Portfolio $9,519 

Interfund Lending Program. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the Fund, along with other registered investment companies having management contracts with Fidelity Management & Research Company LLC (FMR), or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the Fund to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. Activity in this program during the period for which loans were outstanding was as follows:

 Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
VIP Value Strategies Portfolio Borrower $4,104,478 .32% $851 

Interfund Trades. Funds may purchase from or sell securities to other Fidelity Funds 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. Interfund trades during the period are noted in the table below.

 Purchases ($) Sales ($) Realized Gain (Loss) ($) 
VIP Value Strategies Portfolio 49,349,363 18,930,450 751,461 

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

 Amount 
VIP Value Strategies Portfolio $1,082 

8. Security Lending.

Funds lend portfolio securities from time to time in order to earn additional income. Lending agents are used, including National Financial Services (NFS), an affiliate of the investment adviser. Pursuant to a securities lending agreement, NFS will receive a fee, which is capped at 9.9% of a fund's daily lending revenue, for its services as lending agent. A fund may lend securities to certain qualified borrowers, including NFS. 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. Affiliated security lending activity, if any, was as follows:

 Total Security Lending Fees Paid to NFS Security Lending Income From Securities Loaned to NFS Value of Securities Loaned to NFS at Period End 
VIP Value Strategies Portfolio $1,039 $– $– 

9. Expense Reductions.

During the period the investment adviser or an affiliate reimbursed and/or waived a portion of fund-level operating expenses in the amount of $10,981.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended
December 31, 2021 
Year ended
December 31, 2020 
VIP Value Strategies Portfolio   
Distributions to shareholders   
Initial Class $11,919,050 $5,042,291 
Service Class 2,530,343 1,149,494 
Service Class 2 28,337,558 12,433,558 
Investor Class 26,611,850 6,325,397 
Total $69,398,801 $24,950,740 

11. Share Transactions.

Transactions for each class of shares were as follows and may contain in-kind transactions:

 Shares Shares Dollars Dollars 
 Year ended December 31, 2021 Year ended December 31, 2020 Year ended December 31, 2021 Year ended December 31, 2020 
VIP Value Strategies Portfolio     
Initial Class     
Shares sold 2,695,923 3,393,775 $43,770,907 $35,537,580 
Reinvestment of distributions 733,770 406,190 11,919,050 5,042,291 
Shares redeemed (2,869,932) (3,001,429) (46,470,663) (32,702,956) 
Net increase (decrease) 559,761 798,536 $9,219,294 $7,876,915 
Service Class     
Shares sold 454,526 174,956 $7,507,997 $1,767,349 
Reinvestment of distributions 156,212 92,930 2,530,343 1,149,494 
Shares redeemed (361,204) (434,986) (5,953,886) (4,718,892) 
Net increase (decrease) 249,534 (167,100) $4,084,454 $(1,802,049) 
Service Class 2     
Shares sold 3,862,756 2,589,987 $63,259,710 $28,270,081 
Reinvestment of distributions 1,724,021 992,555 28,337,558 12,433,558 
Shares redeemed (3,256,520) (3,368,070) (54,330,633) (35,982,187) 
Net increase (decrease) 2,330,257 214,472 $37,266,635 $4,721,452 
Investor Class     
Shares sold 9,653,520 5,639,298 $156,305,016 $67,496,060 
Reinvestment of distributions 1,652,423 513,158 26,611,849 6,325,397 
Shares redeemed (5,050,324) (2,931,577) (83,113,701) (30,858,360) 
Net increase (decrease) 6,255,619 3,220,879 $99,803,164 $42,963,097 

12. Other.

A 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, a fund may also enter into contracts that provide general indemnifications. A fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against a fund. The risk of material loss from such claims is considered remote.

At the end of the period, the investment adviser or its affiliates and certain otherwise unaffiliated shareholders were owners of record of more than 10% of the outstanding shares as follows:

Fund Affiliated % Number of
Unaffiliated Shareholders 
Unaffiliated Shareholders % 
VIP: Value Strategies Portfolio 46% 35% 

13. 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 Variable Insurance Products Fund III and Shareholders of VIP Value Strategies Portfolio

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities of VIP Value Strategies Portfolio (the "Fund"), a fund of Variable Insurance Products Fund III, including the schedule of investments, as of December 31, 2021, the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of December 31, 2021, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements and financial highlights 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 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 and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, 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 and financial highlights. 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 and financial highlights. Our procedures included confirmation of securities owned as of December 31, 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/ Deloitte & Touche LLP

Boston, Massachusetts

February 11, 2022


We have served as the auditor of one or more of the Fidelity investment companies since 1999.

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.  Each of the Trustees oversees 314 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 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.  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. 

The fund’s Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

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 also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, 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, have also been 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 Acting 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. David M. Thomas serves as 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 Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and other equity funds. The asset allocation funds may invest in Fidelity® funds overseen by the fund's Board. 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. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity® funds overseen by each Board.

The Trustees operate using a system of 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, acting through its committees, has charged FMR 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 FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees.  While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees.  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, including an annual review of Fidelity's risk management program for the Fidelity® funds.  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+

Bettina Doulton (1964)

Year of Election or Appointment: 2020

Trustee

Ms. Doulton also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Doulton served in a variety of positions at Fidelity Investments, including as a managing director of research (2006-2007), portfolio manager to certain Fidelity® funds (1993-2005), equity analyst and portfolio assistant (1990-1993), and research assistant (1987-1990). Ms. Doulton currently owns and operates Phi Builders + Architects and Cellardoor Winery. Previously, Ms. Doulton served as a member of the Board of Brown Capital Management, LLC (2014-2018).

Robert A. Lawrence (1952)

Year of Election or Appointment: 2020

Trustee

Acting 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).

 * 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 FMR. 

 + 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+

Thomas P. Bostick (1956)

Year of Election or Appointment: 2021

Trustee

Lieutenant General Bostick also serves as Trustee of other Fidelity® funds. Prior to his retirement, General Bostick (United States Army, Retired) held a variety of positions within the U.S. Army, including Commanding General and Chief of Engineers, U.S. Army Corps of Engineers (2012-2016) and Deputy Chief of Staff and Director of Human Resources, U.S. Army (2009-2012). General Bostick currently serves as a member of the Board and Finance and Governance Committees of CSX Corporation (transportation, 2020-present) and a member of the Board and Corporate Governance and Nominating Committee of Perma-Fix Environmental Services, Inc. (nuclear waste management, 2020-present). General Bostick serves as Chief Executive Officer of Bostick Global Strategies, LLC (consulting, 2016-present) and Managing Partner, Sustainability, of Ridge-Lane Limited Partners (strategic advisory and venture development, 2016-present). Previously, General Bostick served as a Member of the Advisory Board of certain Fidelity® funds (2021), President, Intrexon Bioengineering (2018-2020) and Chief Operating Officer (2017-2020) and Senior Vice President of the Environment Sector (2016-2017) of Intrexon Corporation (biopharmaceutical company).

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks served as Chief Operating Officer and as a member of the Board of The Depository Trust & Clearing Corporation (financial markets infrastructure), President, Chief Operating Officer and a member of the Board of The Depository Trust Company (DTC), President and a member of the Board of the National Securities Clearing Corporation (NSCC), Chief Executive Officer and a member of the Board of the Government Securities Clearing Corporation and Chief Executive Officer and a member of the Board of the Mortgage-Backed Securities Clearing Corporation. Mr. Dirks currently serves as a member of the Finance Committee (2016-present) and Board (2017-present) and is Treasurer (2018-present) of the Asolo Repertory Theatre.

Donald F. Donahue (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Donahue also serves as Trustee of other Fidelity® funds. Mr. Donahue serves as President and Chief Executive Officer of Miranda Partners, LLC (risk consulting for the financial services industry, 2012-present). Previously, Mr. Donahue served as Chief Executive Officer (2006-2012), Chief Operating Officer (2003-2006) and Managing Director, Customer Marketing and Development (1999-2003) of The Depository Trust & Clearing Corporation (financial markets infrastructure). Mr. Donahue currently serves as a member (2007-present) and Co-Chairman (2016-present) of the Board of United Way of New York and a member of the Board of NYC Leadership Academy (2012-present). Mr. Donahue previously served as a member of the Advisory Board of certain Fidelity® funds (2015-2018).

Vicki L. Fuller (1957)

Year of Election or Appointment: 2020

Trustee

Ms. Fuller also serves as Trustee of other Fidelity® funds. Previously, Ms. Fuller served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chief Investment Officer of the New York State Common Retirement Fund (2012-2018) and held a variety of positions at AllianceBernstein L.P. (global asset management, 1985-2012), including Managing Director (2006-2012) and Senior Vice President and Senior Portfolio Manager (2001-2006). Ms. Fuller currently serves as a member of the Board, Audit Committee and Nominating and Governance Committee of The Williams Companies, Inc. (natural gas infrastructure, 2018-present), as a member of the Board, Audit Committee and Nominating and Governance Committee of two Blackstone business development companies (2020-present) and as a member of the Board of Treliant, LLC (consulting, 2019-present).

Patricia L. Kampling (1959)

Year of Election or Appointment: 2020

Trustee

Ms. Kampling also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Kampling served as Chairman of the Board and Chief Executive Officer (2012-2019), President and Chief Operating Officer (2011-2012) and Executive Vice President and Chief Financial Officer (2010-2011) of Alliant Energy Corporation. Ms. Kampling currently serves as a member of the Board, Finance Committee and Governance, Compensation and Nominating Committee of Xcel Energy Inc. (utilities company, 2020-present) and as a member of the Board, Audit, Finance and Risk Committee and Safety, Environmental, Technology and Operations Committee of American Water Works Company, Inc. (utilities company, 2019-present). In addition, Ms. Kampling currently serves as a member of the Board of the Nature Conservancy, Wisconsin Chapter (2019-present). Previously, Ms. Kampling served as a Member of the Advisory Board of certain Fidelity® funds (2020), a member of the Board, Compensation Committee and Executive Committee and Chair of the Audit Committee of Briggs & Stratton Corporation (manufacturing, 2011-2021), a member of the Board of Interstate Power and Light Company (2012-2019) and Wisconsin Power and Light Company (2012-2019) (each a subsidiary of Alliant Energy Corporation) and as a member of the Board and Workforce Development Committee of the Business Roundtable (2018-2019).

Thomas A. Kennedy (1955)

Year of Election or Appointment: 2021

Trustee

Mr. Kennedy also serves as Trustee of other Fidelity® funds. Previously, Mr. Kennedy served as a Member of the Advisory Board of certain Fidelity® funds (2020) and held a variety of positions at Raytheon Company (aerospace and defense, 1983-2020), including Chairman and Chief Executive Officer (2014-2020) and Executive Vice President and Chief Operating Officer (2013-2014). Mr. Kennedy currently serves as Executive Chairman of the Board of Directors of Raytheon Technologies Corporation (aerospace and defense, 2020-present). He is also a member of the Rutgers School of Engineering Industry Advisory Board (2011-present) and a member of the UCLA Engineering Dean’s Executive Board (2016-present).

Oscar Munoz (1959)

Year of Election or Appointment: 2021

Trustee

Mr. Munoz also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Munoz served as Executive Chairman (2020-2021), Chief Executive Officer (2015-2020), President (2015-2016) and a member of the Board (2010-2021) of United Airlines Holdings, Inc. Mr. Munoz currently serves as a member of the Board of CBRE Group, Inc. (commercial real estate, 2020-present), a member of the Board of Univision Communications, Inc. (Hispanic media, 2020-present) and a member of the Advisory Board of Salesforce.com, Inc. (cloud-based software, 2020-present). Previously, Mr. Munoz served as a Member of the Advisory Board of certain Fidelity® funds (2021).

Garnett A. Smith (1947)

Year of Election or Appointment: 2018

Trustee

Mr. Smith also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Smith served as Chairman and Chief Executive Officer (1990-1997) and President (1986-1990) of Inbrand Corp. (manufacturer of personal absorbent products). Prior to his employment with Inbrand Corp., he was employed by a retail fabric chain and North Carolina National Bank (now Bank of America). Mr. Smith previously served as a member of the Advisory Board of certain Fidelity® funds (2012-2013).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

Lead Independent Trustee

Mr. Thomas also serves as Trustee of other Fidelity® funds. Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). Mr. Thomas currently serves as a member of the Board of Fortune Brands Home and Security (home and security products, 2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication).

Susan Tomasky (1953)

Year of Election or Appointment: 2020

Trustee

Ms. Tomasky also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Tomasky served in various executive officer positions at American Electric Power Company, Inc. (1998-2011), including most recently as President of AEP Transmission (2007-2011). Ms. Tomasky currently serves as a member of the Board and Sustainability Committee and as Chair of the Audit Committee of Marathon Petroleum Corporation (2018-present) and as a member of the Board, Corporate Governance Committee and Organization and Compensation Committee and as Chair of the Audit Committee of Public Service Enterprise Group, Inc. (utilities company, 2012-present). In addition, Ms. Tomasky currently serves as a member (2009-present) and President (2020-present) of the Board of the Royal Shakespeare Company – America (2009-present), as a member of the Board of the Columbus Association for the Performing Arts (2011-present) and as a member of the Board and Investment Committee of Kenyon College (2016-present). Previously, Ms. Tomasky served as a Member of the Advisory Board of certain Fidelity® funds (2020), as a member of the Board of the Columbus Regional Airport Authority (2007-2020), as a member of the Board (2011-2018) and Lead Independent Director (2015-2018) of Andeavor Corporation (previously Tesoro Corporation) (independent oil refiner and marketer) and as a member of the Board of Summit Midstream Partners LP (energy, 2012-2018).

Michael E. Wiley (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Wiley also serves as Trustee of other Fidelity® funds. Previously, Mr. Wiley served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chairman, President and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004). Mr. Wiley also previously served as a member of the Board of Andeavor Corporation (independent oil refiner and marketer, 2005-2018), a member of the Board of Andeavor Logistics LP (natural resources logistics, 2015-2018) and a member of the Board of High Point Resources (exploration and production, 2005-2020).

 + 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 Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

Mr. Lynch also serves as a Member of the Advisory Board of other Fidelity® funds. Mr. Lynch is Vice Chairman and a Director of Fidelity Management & Research Company LLC (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served as Vice Chairman and a Director of FMR Co., Inc. (investment adviser firm) and on the Special Olympics International Board of Directors (1997-2006).

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as an officer of other funds. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

William C. Coffey (1969)

Year of Election or Appointment: 2019

Assistant Secretary

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Secretary and CLO of certain funds (2018-2019); CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2018-2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2018-2019); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2018-2019); and Assistant Secretary of certain funds (2009-2018).

Timothy M. Cohen (1969)

Year of Election or Appointment: 2018

Vice President

Mr. Cohen also serves as Vice President of other funds. Mr. Cohen serves as Co-Head of Equity (2018-present), a Director of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2016-present), and is an employee of Fidelity Investments. Previously, Mr. Cohen served as Executive Vice President of Fidelity SelectCo, LLC (2019), Head of Global Equity Research (2016-2018), Chief Investment Officer - Equity and a Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2013-2015) and as a Director of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2017).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as an officer of other funds. Mr. Davis serves as Assistant Treasurer of FIMM, LLC (2021-present), FMR Capital, Inc. (2017-present), FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-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 serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Colm A. Hogan (1973)

Year of Election or Appointment: 2020

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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). 

Pamela R. Holding (1964)

Year of Election or Appointment: 2018

Vice President

Ms. Holding also serves as Vice President of other funds. Ms. Holding serves as Co-Head of Equity (2018-present) and is an employee of Fidelity Investments (2013-present). Previously, Ms. Holding served as Executive Vice President of Fidelity SelectCo, LLC (2019) and as Chief Investment Officer of Fidelity Institutional Asset Management (2013-2018).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2019

Secretary and Chief Legal Officer (CLO)

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); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present); Secretary of FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-present); and Assistant Secretary of FIMM, LLC (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: 2020

Deputy Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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).

Jason P. Pogorelec (1975)

Year of Election or Appointment: 2020

Chief Compliance Officer

Mr. Pogorelec also serves as Chief Compliance Officer of other funds. Mr. Pogorelec is a senior Vice President of Asset Management Compliance for Fidelity Investments and is an employee of Fidelity Investments (2006-present). Previously, Mr. Pogorelec served as Vice President, Associate General Counsel for Fidelity Investments (2010-2020) and Assistant Secretary of certain Fidelity funds (2015-2020).

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: 2016

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FIMM, LLC (2021-present) and 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.

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as an officer of other funds. Mr. Wegmann serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2011-present). Previously, Mr. Wegmann served as Assistant Treasurer of certain Fidelity® funds (2019-2021).

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 (July 1, 2021 to December 31, 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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

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

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2021 
Ending
Account Value
December 31, 2021 
Expenses Paid
During Period-B
July 1, 2021
to December 31, 2021 
VIP Value Strategies Portfolio     
Initial Class .63%    
Actual  $1,000.00 $1,074.60 $3.29 
Hypothetical-C  $1,000.00 $1,022.03 $3.21 
Service Class .73%    
Actual  $1,000.00 $1,074.40 $3.82 
Hypothetical-C  $1,000.00 $1,021.53 $3.72 
Service Class 2 .88%    
Actual  $1,000.00 $1,073.60 $4.60 
Hypothetical-C  $1,000.00 $1,020.77 $4.48 
Investor Class .71%    
Actual  $1,000.00 $1,073.90 $3.71 
Hypothetical-C  $1,000.00 $1,021.63 $3.62 

 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 184/ 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 VIP Value Strategies Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

 Pay Date Record Date Capital Gains 
VIP Value Strategies Portfolio    
Initial Class 02/04/22 02/04/22 $0.136 
Service Class 02/04/22 02/04/22 $0.136 
Service Class 2 02/04/22 02/04/22 $0.136 
Investor Class 02/04/22 02/04/22 $0.136 

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2021, $47,673,771, or, if subsequently determined to be different, the net capital gain of such year.

Initial Class designates 80%, 44% and 44%; Service Class designates 87%, 45% and 45%; Service Class 2 designates 100%, 47% and 47%; and Investor Class designates 83%, 45% and 45%; of the dividends distributed in February and December, respectively during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.





Fidelity Investments

VIPVS-ANN-0322
1.781994.119



Item 2.

Code of Ethics


As of the end of the period, December 31, 2021, Variable Insurance Products Fund III (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 Donald F. Donahue is an audit committee financial expert, as defined in Item 3 of Form N-CSR.  Mr. Donahue 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 Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, Deloitte Entities) in each of the last two fiscal years for services rendered to VIP Balanced Portfolio, VIP Dynamic Capital Appreciation Portfolio, VIP Growth & Income Portfolio, VIP Growth Opportunities Portfolio, and VIP Value Strategies Portfolio (the Funds):



Services Billed by Deloitte Entities


December 31, 2021 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

VIP Balanced Portfolio

$50,600

$-

$10,400

$1,200

VIP Dynamic Capital Appreciation Portfolio

$33,600

$-

$9,000

$900

VIP Growth & Income Portfolio

$42,500

$-

$8,800

$1,100

VIP Growth Opportunities Portfolio

$44,800

$-

$7,400

$1,100

VIP Value Strategies Portfolio

$39,500

$-

$10,700

$1,000



December 31, 2020 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

VIP Balanced Portfolio

$51,600

$-

$10,600

$1,300

VIP Dynamic Capital Appreciation Portfolio

$34,300

$-

$9,200

   $900

VIP Growth & Income Portfolio

$43,400

$-

$9,000

$1,100

VIP Growth Opportunities Portfolio

$45,800

$-

$7,400

$1,100

VIP Value Strategies Portfolio

$40,400

$-

$11,100

$1,100



A Amounts may reflect rounding.




The following table presents fees billed by PricewaterhouseCoopers LLP (PwC) in each of the last two fiscal years for services rendered to VIP Mid Cap Portfolio (the Fund):



Services Billed by PwC


December 31, 2021 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

VIP Mid Cap Portfolio

$39,600

$3,900

$7,100

$1,200



December 31, 2020 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

VIP Mid Cap Portfolio

 $40,200

$3,600

 $7,500

 $1,500



A Amounts may reflect rounding.


The following table(s) present(s) fees billed by Deloitte Entities and 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 Fidelity Management & Research Company LLC ("FMR") and entities controlling, controlled by, or under common control with FMR (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 Deloitte Entities




December 31, 2021A

December 31, 2020A

Audit-Related Fees

$-

$-

Tax Fees

$-

$-

All Other Fees

$-

$-


A Amounts may reflect rounding.


Services Billed by PwC




December 31, 2021A

December 31, 2020A

Audit-Related Fees

$8,522,600

$9,377,400

Tax Fees

$354,200

$30,000

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 Deloitte Entities and PwC for services rendered to the Fund(s), FMR (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

December 31, 2021A

December 31, 2020A

Deloitte Entities

$573,200

$554,400

PwC

$14,131,700

$14,554,900




A Amounts may reflect rounding.


The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by Deloitte Entities and PwC to Fund Service Providers to be compatible with maintaining the independence of Deloitte Entities and PwC in its(their) audit of the Fund(s), taking into account representations from Deloitte Entities and PwC, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Fund(s) and its(their) related entities and FMRs 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.


Variable Insurance Products Fund III



By:

/s/Stacie M. Smith


Stacie M. Smith


President and Treasurer



Date:

February 18, 2022


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:

February 18, 2022



By:

/s/John J. Burke III


John J. Burke III


Chief Financial Officer



Date:

February 18, 2022