FIDELITY DISTRIBUTORS COMPANY LLC

BrokerCheck Report

FIDELITY DISTRIBUTORS COMPANY LLC

Section Title

Report Summary

Firm History

CRD# 17507

1

8

Firm Profile 2 - 7

Page(s)

Firm Operations 9 - 26

Disclosure Events 27

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FIDELITY DISTRIBUTORS COMPANYLLC

CRD# 17507

SEC# 8-35097

Main Office Location

900 SALEM STREETSMITHFIELD, RI 02917Regulated by FINRA Boston Office

Mailing Address

TWO DESTINY WAYMAIL ZONE WG3DWESTLAKE, TX 76262

Business Telephone Number

800-237-8132

Report Summary for this Firm

This report summary provides an overview of the brokerage firm. Additional information for this firm can be foundin the detailed report.

Disclosure Events

Brokerage firms are required to disclose certaincriminal matters, regulatory actions, civil judicialproceedings and financial matters in which the firm orone of its control affiliates has been involved.

Are there events disclosed about this firm? Yes

The following types of disclosures have beenreported:

Type Count

Regulatory Event 3

Arbitration 17

Firm Profile

This firm is classified as a limited liability company.

This firm was formed in Delaware on 01/01/2020.

Its fiscal year ends in December.

Firm History

Information relating to the brokerage firm's historysuch as other business names and successions(e.g., mergers, acquisitions) can be found in thedetailed report.

Firm Operations

Is this brokerage firm currently suspended with anyregulator? No

This firm conducts 1 type of business.

This firm is affiliated with financial or investmentinstitutions.

This firm does not have referral or financialarrangements with other brokers or dealers.

This firm is registered with:

• the SEC• 1 Self-Regulatory Organization• 52 U.S. states and territories

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1©2021 FINRA. All rights reserved. Report about FIDELITY DISTRIBUTORS COMPANY LLC


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This firm is classified as a limited liability company.

This firm was formed in Delaware on 01/01/2020.

CRD#

This section provides the brokerage firm's full legal name, "Doing Business As" name, business and mailingaddresses, telephone number, and any alternate name by which the firm conducts business and where such name isused.

Firm Profile

Firm Names and Locations

Its fiscal year ends in December.

FIDELITY DISTRIBUTORS COMPANY LLC

SEC#

17507

8-35097

Main Office Location

Mailing Address

Business Telephone Number

Doing business as FIDELITY DISTRIBUTORS COMPANY LLC

800-237-8132

Regulated by FINRA Boston Office

900 SALEM STREETSMITHFIELD, RI 02917

TWO DESTINY WAYMAIL ZONE WG3DWESTLAKE, TX 76262






This section provides information relating to all direct owners and executive officers of the brokerage firm.

Direct Owners and Executive Officers

Firm Profile

Position

Percentage of Ownership

Is this a public reportingcompany?

Position Start Date

Does this owner direct themanagement or policies ofthe firm?

FIDELITY GLOBAL BROKERAGE GROUP, INC.

STOCKHOLDER

75% or more

No

Domestic Entity

01/2018

Yes

Is this a domestic or foreignentity or an individual?

Legal Name & CRD# (if any):

Position



Position Start Date


ADAMS, ROBERT

COO

Less than 5%

No

Individual

07/2021

Yes

1291582



Position


Position Start Date

BACHMAN, ROBERT

EXECUTIVE VICE PRESIDENT

Less than 5%

Individual

05/2020

2540486








Direct Owners and Executive Officers (continued)

Firm Profile




Less than 5%

No

Yes

Position



Position Start Date


DEPIERO, MATTHEW

DIRECTOR

Less than 5%

No

Individual

04/2018

Yes

6947009



Position



Position Start Date


GUSTAFSON, DALTON

PRESIDENT

Less than 5%

No

Individual

07/2021

Yes

2439305



KAVANAUGH, NATALIE ANN

IndividualIs this a domestic or foreignentity or an individual?








Firm Profile

Position



Position Start Date


CHIEF LEGAL OFFICER

Less than 5%

No

Individual

07/2017

No


Position



Position Start Date


LITLE, ROBERT WILLIAM

EXECUTIVE VICEPRESIDENT

Less than 5%

No

Individual

07/2021

Yes

3006334



Position


Position Start Date


LYONS, MICHAEL JOSEPH

CFO

Less than 5%

Individual

10/2014

Yes

4610621









Firm Profile



No

Yes

Position



Position Start Date


MCGINTY, JOHN JR.

CHIEF COMPLIANCE OFFICER

Less than 5%

No

Individual

04/2021

Yes

5560420



Position



Position Start Date


MULCAHY, TIMOTHY MICHAEL

DIRECTOR

Less than 5%

No

Individual

11/2017

Yes

3083260








This section provides information relating to any indirect owners of the brokerage firm.

Indirect Owners

Firm Profile

FMR LLC

SHAREHOLDER

FIDELITY GLOBAL BROKERAGE GROUP, INC.

75% or more

No

Domestic Entity

01/2018

Yes



Company through whichindirect ownership isestablished

Relationship to Direct Owner

Relationship Established









Firm History

This section provides information relating to any successions (e.g., mergers, acquisitions) involving the firm.

01/01/2020Date of Succession:

This firm was previously:

Predecessor SEC#:

FIDELITY INVESTMENTS INSTITUTIONAL SERVICES COMPANY, INC

8-35097

17507Predecessor CRD#:

Description EFFECTIVE JANUARY 1, 2020, FIDELITY GLOBAL BROKERAGE GROUP, INC.,THE DIRECT OWNER OF FIDELITY DISTRIBUTORS CORPORATION ANDFIDELITY INVESTMENTS INSTITUTIONAL SERVICES COMPANY, INC. (FIISC)MERGED THE TWO FIRMS. FIISC WAS THE SURVIVING ENTITY.THEREAFTER, FIISC REORGANIZED AS A DELAWARE LIMITED LIABILITYCOMPANY AND WAS RENAMED FIDELITY DISTRIBUTORS COMPANY LLC(FDC LLC). THE RESTRUCTURING DID NOT RESULT IN A CHANGE INOWNERSHIP OR CONTROL.






Firm Operations

RegistrationsThis section provides information about the regulators (Securities and Exchange Commission (SEC), self-regulatoryorganizations (SROs), and U.S. states and territories) with which the brokerage firm is currently registered andlicensed, the date the license became effective, and certain information about the firm's SEC registration.

This firm is currently registered with the SEC, 1 SRO and 52 U.S. states and territories.

SEC Registration Questions

This firm is registered with the SEC as:

A broker-dealer:

A broker-dealer and government securities broker or dealer:

A government securities broker or dealer only:

This firm has ceased activity as a government securities broker or dealer:

Yes

No

No

No

Federal Regulator Status Date Effective

SEC Approved 12/27/1985

Self-Regulatory Organization Status Date Effective

FINRA Approved 07/21/1986






Firm Operations

Registrations (continued)

U.S. States &Territories

Status Date Effective

Alabama Approved 12/01/1986

Alaska Approved 11/19/1986

Arizona Approved 11/10/1986

Arkansas Limited 07/09/1987

California Approved 08/28/1986

Colorado Approved 11/21/1986

Connecticut Approved 12/18/1986

Delaware Approved 08/22/1986

District of Columbia Approved 09/24/1986

Florida Approved 01/08/1987

Georgia Approved 08/04/1986

Hawaii Approved 02/03/1987

Idaho Approved 12/02/1986

Illinois Approved 01/02/1987

Indiana Approved 11/18/1986

Iowa Approved 12/05/1986

Kansas Approved 12/02/1986

Kentucky Approved 10/20/1986

Louisiana Approved 10/24/1986

Maine Approved 12/12/1986

Maryland Approved 11/04/1986

Massachusetts Approved 06/29/1986

Michigan Approved 12/11/1986

Minnesota Approved 11/24/1986

Mississippi Approved 11/18/1986

Missouri Approved 12/05/1986

Montana Approved 10/22/1986

Nebraska Limited 07/08/1987

Nevada Approved 10/21/1986

New Hampshire Approved 10/23/1986

New Jersey Approved 07/02/1987

New Mexico Approved 12/17/1986

New York Approved 09/02/1986

U.S. States &Territories

Status Date Effective

North Carolina Approved 10/22/1986

North Dakota Approved 11/24/1986

Ohio Approved 04/12/1987

Oklahoma Approved 12/05/1986

Oregon Approved 12/09/1986

Pennsylvania Approved 08/05/1986

Puerto Rico Approved 08/27/1987

Rhode Island Approved 11/18/1986

South Carolina Approved 12/02/1986

South Dakota Approved 11/13/1986

Tennessee Approved 01/01/1987

Texas Limited 02/06/1987

Utah Approved 01/09/1987

Vermont Approved 11/20/1986

Virginia Approved 11/21/1986

Washington Approved 08/12/1997

West Virginia Approved 11/24/1986

Wisconsin Approved 06/05/1987

Wyoming Approved 11/21/1986






Firm Operations

Types of BusinessThis section provides the types of business, including non-securities business, the brokerage firm is engaged in orexpects to be engaged in.

Other Types of Business

This firm does not effect transactions in commodities, commodity futures, or commodity options.This firm does not engage in other non-securities business.

Non-Securities Business Description:

This firm currently conducts 1 type of business.

Types of Business

Other - FIDELITY DISTRIBUTORS COMPANY LLC ("FDC") IS THE PRINCIPAL UNDERWRITER AND GENERALDISTRIBUTOR OF SHARES IN THE FIDELITY FAMILY OF REGISTERED, OPEN-END MANAGEMENTINVESTMENT COMPANIES AND FIDELITY EXCHANGE-TRADED FUNDS. FDC MARKETS PRODUCTS TOCERTAIN THIRD-PARTY FINANCIAL INTERMEDIARIES AND INSTITUTIONAL INVESTORS. ON BEHALF OFCERTAIN INVESTMENT ADVISORS, FDC ALSO SOLICITS INTERMEDIARIES, INSTITUTIONS ANDGOVERNMENTAL ENTITIES INTERESTED IN PURCHASING INVESTMENT ADVISORY SERVICES DIRECTLY.






Firm Operations

Clearing Arrangements

This firm does not hold or maintain funds or securities or provide clearing services for other broker-dealer(s).

Introducing Arrangements

This firm does not refer or introduce customers to other brokers and dealers.






Firm Operations

Industry Arrangements

This firm does have books or records maintained by a third party.

Name: MICROSOFT CORPORATION

Business Address: ONE MICROSOFT WAYREDMON, WA 98052

Effective Date: 06/02/2020

Description: CLOUD SERVICES OFFERED THROUGH MICROSOFT'S ONLINE SERVICESUBSCRIPTIONS FOR EXCHANGE ONLINE,SHAREPOINT ONLINE, ONE DRIVE BUSINESS, TEAMS AND IMMUTABLESTORAGE FOR AZURE BLOBS("SERVICES")

Name: AMAZON WEB SERVICES

Business Address: 410 TERRY AVENUE NORTHSEATTLE, WA 98109


Description: CLOUD SERVICES OFFERED THROUGH AMAZON SIMPLE STORAGESERVICE("S3")

Name: ALLEGO INC.

Business Address: 117 KENDRICK STNEEDHAM, MA 02494


Description: ALLEGO INC. PROVIDES FIDELITY DISTRIBUTORS COMPANY LLC WITHCERTAIN SOFTWARE THAT CAPTURES ANDARCHIVES INFORMATION OR COMMUNICATIONS THAT MAYCONSTITUTE A CLIENT "RECORD" UNDER APPLICABLEREGULATIONS.

Name: GLOBAL RELAY COMMUNICATIONS INC.

Business Address: 220 CAMBIE STREET, 2ND FLOORVANCOUVER, CANADA V6B 2M9


Description: GLOBAL RELAY RETAINS AND STORES E-COMMUNICATIONS

Name: FIDELITY GLOBAL BROKERAGE GROUP, INC.

Business Address: 245 SUMMER STREETBOSTON, MA 02210






Firm Operations

Industry Arrangements (continued)

This firm does not have accounts, funds, or securities maintained by a third party.

This firm does not have customer accounts, funds, or securities maintained by a third party.

This firm does not have individuals who control its management or policies through agreement.

This firm does not have individuals who wholly or partly finance the firm's business.

Control Persons/Financing


Description: FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNEDSUBSIDIARY OF FIDELITY GLOBAL BROKERAGE GROUP, INC. WHICHMAY PERFORM THE MAINTENANCE AND PREPARATION OFAPPLICANT'S REQUIRED BOOKS AND RECORDS.

Name: IRON MOUNTAIN

Business Address: 745 ATLANTIC AVENUEBOSTON, MA 02111


Description: MAINTAINS LEGACY PAPER RECORDS.

Name: FMR LLC

Business Address: 245 SUMMER STMZ F7BBOSTON, MA 02210


Description: FMR LLC AND/OR CERTAIN OF FMR LLC'S US BASED AFFILIATES MAYMAINTAIN HARDCOPY OR ELECTRONIC RECORDS ON BEHALF OFFIDELITY DISTRIBUTORS COMPANY LLC.






Firm Operations

Organization AffiliatesThis section provides information on control relationships the firm has with other firms in the securities, investmentadvisory, or banking business.

This firm is, directly or indirectly:

· in control of· controlled by· or under common control withthe following partnerships, corporations, or other organizations engaged in the securities or investmentadvisory business.

Yes

No

No

10/31/2021

245 SUMMER STREETBOSTON, MA 02210

315088

FIDELITY DIVERSIFYING SOLUTIONS LLC is under common control with the firm.

FIDELITY DIVERSIFYING SOLUTIONS LLC IS A WHOLLY-OWNEDSUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENTCOMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITYDISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGE GROUP, INC.

Description:

Investment AdvisoryActivities:

Securities Activities:

Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

No

Yes

No

11/24/2020

499 WASHINGTON BLVDJERSEY CITY, NJ 07310

308213

DIGITAL BROKERAGE SERVICES LLC is under common control with the firm.



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:






Firm Operations

Organization Affiliates (continued)

DIGITAL BROKERAGE SERVICES LLC IS A WHOLLY-OWNED SUBSIDIARY OFFIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORSCOMPANY LLC IS ALSO A WHOLLY-OWNED SUBSIDIARY OF FIDELITYGLOBAL BROKERAGE GROUP, INC.

Description:

Yes

No

No

09/20/2019


301896

FIDELITY INSTITUTIONAL WEALTH ADVISER LLC is under common control with the firm.

FIDELITY INSTITUTIONAL WEALTH ADVISER LLC IS A WHOLLY-OWNEDSUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENT COMPANY OF FIDELITYGLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLCIS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGEGROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

No

Yes

No

06/20/2019

155 SEAPORT BLVDBOSTON, MA 02210

299736

FIDELITY PRIME FINANCING is under common control with the firm.

FIDELITY PRIME FINANCING LLC IS A WHOLLY-OWNED SUBSIDIARY OFFIDELITY GLOBAL BROKERAGE GROUP, INC.FIDELITY DISTRIBUTORS COMPANY LLC IS ALSO A WHOLLY-OWNEDSUBSIDIARY OF FIDELITY GLOBAL BROKERAGEGROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:






Firm Operations


FIDELITY PRIME FINANCING LLC IS A WHOLLY-OWNED SUBSIDIARY OFFIDELITY GLOBAL BROKERAGE GROUP, INC.FIDELITY DISTRIBUTORS COMPANY LLC IS ALSO A WHOLLY-OWNEDSUBSIDIARY OF FIDELITY GLOBAL BROKERAGEGROUP, INC.

Yes

No

No

11/13/2017

245 SUMMER STREETV2ABOSTON, MA 02210

288590

FIDELITY PERSONAL AND WORKPLACE ADVISORS is under common control with the firm.

FIDELITY PERSONAL AND WORKPLACE ADVISORS LLC IS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY ADVISORY HOLDINGS LLC. FIDELITYADVISORY HOLDINGS LLC IS A WHOLLY -OWNED SUBSIDIARY OF FMR LLC.FMR LLC IS THE PARENT COMPANY OF FIDELITY GLOBAL BROKERAGEGROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNEDSUBSIDIARY OF FIDELITY GLOBAL BROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

No

Yes

No

12/26/2014

157 SEAPORT BLVDBOSTON, MA 02210

171752

LUMINEX TRADING & ANALYTICS LLC is under common control with the firm.

LUMINEX TRADING & ANALYTICS LLC IS A REGISTERED BROKER-DEALERTHAT IS A WHOLLY-OWNED SUBSIDIARY OF FMR SAKURA HOLDINGS, INC.FMR SAKURA HOLDINGS, INC. IS A WHOLLY-OWNED SUBSIDIARY OF FMRLLC. FMR LLC IS THE PARENT COMPANY OF FIDELITY GLOBALBROKERAGE GROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLC IS AWHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGE GROUP,INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:






Firm Operations


LUMINEX TRADING & ANALYTICS LLC IS A REGISTERED BROKER-DEALERTHAT IS A WHOLLY-OWNED SUBSIDIARY OF FMR SAKURA HOLDINGS, INC.FMR SAKURA HOLDINGS, INC. IS A WHOLLY-OWNED SUBSIDIARY OF FMRLLC. FMR LLC IS THE PARENT COMPANY OF FIDELITY GLOBALBROKERAGE GROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLC IS AWHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGE GROUP,INC.

Yes

No

No

03/01/2014

255 STATE STREETBOSTON, MA 02109

168741

IMPRESA MANAGEMENT LLC is under common control with the firm.

IMPRESA MANAGEMENT LLC IS AN INDEPENDENTLY OWNED REGISTEREDINVESTMENT ADVISER TO CERTAIN EMPLOYEES' SECURITIES COMPANIESAND PRIVATE FUNDS. THE OWNERS OF IMPRESA MANAGEMENT LLCINCLUDE VARIOUS SHAREHOLDERS OF FMR LLC WHO CONTROL FMR LLC.FMR LLC IS THE PARENT COMPANY OF FIDELITY GLOBAL BROKERAGEGROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNEDSUBSIDIARY OF FIDELITY GLOBAL BROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

Yes

No

INDIA

Yes

05/17/2002

PINEHURST EMBASSY GOLF LINKS BUSINESS PARKOFF. INTERMEDIATE RING ROAD, KORAMANGALABANGALORE, INDIA 560036

FIDELITY BUSINESS SERVICES INDIA PRIVATE LIMITED is under common control with the firm.

FIDELITY BUSINESS SERVICES INDIA PRIVATE LIMITED IS A MAJORITY-OWNED SUBSIDIARY OF FIDELITY INVESTMENTS SYSTEMS INDIA, INC.,WHICH IS IN TURN A WHOLLY-OWNED SUBSIDIARY OF FMR LLC. FMR LLCIS THE PARENT COMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC.FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARYOF FIDELITY GLOBAL BROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:






Firm Operations


FIDELITY BUSINESS SERVICES INDIA PRIVATE LIMITED IS A MAJORITY-OWNED SUBSIDIARY OF FIDELITY INVESTMENTS SYSTEMS INDIA, INC.,WHICH IS IN TURN A WHOLLY-OWNED SUBSIDIARY OF FMR LLC. FMR LLCIS THE PARENT COMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC.FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARYOF FIDELITY GLOBAL BROKERAGE GROUP, INC.

Yes

No

No

05/30/2000

245 SUMMER STREETMZ F7BBOSTON, MA 02210

FIDELITY PERSONAL TRUST COMPANY, FSB is under common control with the firm.

FIDELITY PERSONAL TRUST COMPANY, FSB IS A WHOLLY-OWNEDSUBSIDIARY OF FIDELITY THRIFT HOLDING COMPANY, INC. FIDELITYTHRIFT HOLDING COMPANY, INC., IS A WHOLLY-OWNED SUBSIDIARY OFFMR LLC. FMR LLC IS THE PARENT COMPANY OF FIDELITY GLOBALBROKERAGE GROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLC IS AWHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGE GROUP,INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

Yes

No

No

11/16/2007

KAMIYACHO PRIME PLACE AT 1-17TORANOMON-4-CHOMEMINATO-KU, TOKYO, JAPAN

148239

FIDELITY MANAGEMENT & RESEARCH (JAPAN) LIMITED is under common control with the firm.

FIDELITY MANAGEMENT & RESEARCH (JAPAN) LIMITED IS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY MANAGEMENT & RESEARCH COMPANYLLC. FIDELITY MANAGEMENT & RESEARCH COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENT COMPANY OFFIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORSCOMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBALBROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:






Firm Operations


FIDELITY MANAGEMENT & RESEARCH (JAPAN) LIMITED IS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY MANAGEMENT & RESEARCH COMPANYLLC. FIDELITY MANAGEMENT & RESEARCH COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENT COMPANY OFFIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORSCOMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBALBROKERAGE GROUP, INC.

Yes

No

HONG KONG

Yes

10/12/2007

FLOOR 19, 41 CONNAUGHT ROAD CENTRALHONG KONG, HONG KONG

148045

FIDELITY MANAGEMENT & RESEARCH (HONG KONG) LIMITED is under common control with the firm.

FIDELITY MANAGEMENT & RESEARCH (HONG KONG) LIMITED IS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY MANAGEMENT & RESEARCH COMPANYLLC. FIDELITY MANAGEMENT & RESEARCH COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENT COMPANY OFFIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORSCOMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBALBROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

No

Yes

CANADA

Yes

09/01/2009

401 BAY STREETSUITE 2910TORONTO, ONTARIO, CANADA M5H2Y4

FIDELITY CLEARING CANADA ULC is under common control with the firm.

FIDELITY CLEARING CANADA ULC IS A WHOLLY-OWNED SUBSIDIARY OFBLUE JAY LUX 2 SARL, WHICH IS IN TURN WHOLLY-OWNED BY 483 BAYSTREET HOLDINGS LP, A JOINT VENTURE BETWEEN FIDELITY CANADAINVESTORS LLC AND FIL LIMITED. FIDELITY CANADA INVESTORS LLC ISOWNED BY THE SHAREHOLDERS WHO CONTROL FMR LLC. FMR LLC ISTHE PARENT COMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC.,OF WHICH FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNEDSUBSIDIARY.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:






Firm Operations


FIDELITY CLEARING CANADA ULC IS A WHOLLY-OWNED SUBSIDIARY OFBLUE JAY LUX 2 SARL, WHICH IS IN TURN WHOLLY-OWNED BY 483 BAYSTREET HOLDINGS LP, A JOINT VENTURE BETWEEN FIDELITY CANADAINVESTORS LLC AND FIL LIMITED. FIDELITY CANADA INVESTORS LLC ISOWNED BY THE SHAREHOLDERS WHO CONTROL FMR LLC. FMR LLC ISTHE PARENT COMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC.,OF WHICH FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNEDSUBSIDIARY.

Yes

No

CANADA

Yes

07/23/2007

483 BAY STREETSUITE 200TORONTO, ONTARIO M5G 2N7

FIDELITY (CANADA) ASSET MANAGEMENT ULC is under common control with the firm.

FIDELITY (CANADA) ASSET MANAGEMENT ULC IS A WHOLLY-OWNEDSUBSIDIARY OF BLUE JAY LUX 2 SARL, WHICH IS IN TURN WHOLLY OWNEDBY 483 BAY STREET HOLDINGS LP, A JOINT VENTURE BETWEEN FIDELITYCANADA INVESTORS LLC AND FIL LIMITED. FIDELITY CANADA INVESTORSLLC IS OWNED BY THE SHAREHOLDERS WHO CONTROL FMR LLC. FMRLLC IS THE PARENT COMPANY OF FIDELITY GLOBAL BROKERAGE GROUP,INC., OF WHICH FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

Yes

No

No

10/17/2005


FIDELITY INSTITUTIONAL ASSET MANAGEMENT TRUST COMPANY is under common control with the firm.

FIDELITY INSTITUTIONAL ASSET MANAGEMENT TRUST COMPANY ISWHOLLY-OWNED BY FIAM HOLDINGS LLC. FIAM HOLDINGS LLC IS AWHOLLY-OWNED SUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENTCOMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITYDISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OFFIDELITY GLOBAL BROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:






Firm Operations

Organization Affiliates (continued)FIDELITY INSTITUTIONAL ASSET MANAGEMENT TRUST COMPANY ISWHOLLY-OWNED BY FIAM HOLDINGS LLC. FIAM HOLDINGS LLC IS AWHOLLY-OWNED SUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENTCOMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITYDISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OFFIDELITY GLOBAL BROKERAGE GROUP, INC.

Yes

No

No

10/08/2004


133196

FIAM LLC is under common control with the firm.

FIAM LLC IS A WHOLLY-OWNED SUBSIDIARY OF FIAM HOLDINGS LLC. FIAMHOLDINGS LLC IS A WHOLLY-OWNED SUBSIDIARY OF FMR LLC. FMR LLCIS THE PARENT COMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC.FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARYOF FIDELITY GLOBAL BROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

Yes

No

No

06/13/2001


115324

BALLYROCK INVESTMENT ADVISORS LLC is under common control with the firm.

BALLYROCK INVESTMENT ADVISORS LLC IS A WHOLLY-OWNEDSUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENT COMPANY OF FIDELITYGLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLCIS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGEGROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:






Firm Operations


BALLYROCK INVESTMENT ADVISORS LLC IS A WHOLLY-OWNEDSUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENT COMPANY OF FIDELITYGLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLCIS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGEGROUP, INC.

No

Yes

No

06/08/2000


7784

FIDELITY BROKERAGE SERVICES LLC is under common control with the firm.

FIDELITY BROKERAGE SERVICES LLC IS A WHOLLY-OWNED SUBSIDIARYOF FIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORSCOMPANY LLC IS ALSO A WHOLLY-OWNED SUBSIDIARY OF FIDELITYGLOBAL BROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

No

Yes

No

12/08/1994


FIDELITY GLOBAL BROKERAGE GROUP, INC. is under common control with the firm.

FIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARYOF FIDELITY GLOBAL BROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

02/13/1987

483 BAY STSUITE 200TORONTO, ONTARIO, CANADA M5G 2N7

FIDELITY INVESTMENTS CANADA ULC is under common control with the firm.

Effective Date:

Business Address:






Firm Operations


Yes

No

CANADA

Yes

02/13/1987

FIDELITY INVESTMENTS CANADA ULC IS A WHOLLY-OWNED SUBSIDIARYOF FIC HOLDINGS ULC, WHO IS WHOLLY-OWNED BY BLUE JAY LUX 1 SARL.BLUE JAY LUX 1 SARL IS WHOLLY-OWNED BY 483A BAY STREET HOLDINGSLP, A JOINT VENTURE BETWEEN FIDELITY CANADA INVESTORS LLC ANDFIL LIMITED. FIDELITY CANADA INVESTORS LLC IS OWNED BYSHAREHOLDERS WHO CONTROL FMR LLC. FMR LLC IS THE PARENTCOMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC., OF WHICHFIDELITY DISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY.

Description:



Country:

Foreign Entity:

Effective Date:

Yes

No

No

07/14/1986

1 ST. MARTINS LE GRANDLONDON, ENGLAND EC1A4AS

108273

FMR INVESTMENT MANAGEMENT (UK) LIMITED is under common control with the firm.

FMR INVESTMENT MANAGEMENT (UK) LIMITED IS A WHOLLY-OWNEDSUBSIDIARY FIDELITY MANAGEMENT & RESEARCH COMPANY LLC.FIDELITY MANAGEMENT & RESEARCH COMPANY LLC IS A WHOLLY-OWNEDSUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENT COMPANY OF FIDELITYGLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLCIS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGEGROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:


108281

FIDELITY MANAGEMENT & RESEARCH COMPANY is under common control with the firm.

Business Address:

CRD #:






Firm Operations


Yes

No

No

12/22/1977


FIDELITY MANAGEMENT & RESEARCH COMPANY LLC IS A WHOLLY-OWNEDSUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENT COMPANY OF FIDELITYGLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLCIS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGEGROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Yes

No

No

03/05/1981


FIDELITY MANAGEMENT TRUST COMPANY is under common control with the firm.

FIDELITY MANAGEMENT TRUST COMPANY IS A WHOLLY-OWNEDSUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENT COMPANY OF FIDELITYGLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORS COMPANY LLCIS A WHOLLY-OWNED SUBSIDIARY OF FIDELITY GLOBAL BROKERAGEGROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

No

06/13/1977


104555

STRATEGIC ADVISERS LLC is under common control with the firm.

Foreign Entity:

Effective Date:

Business Address:

CRD #:






Firm Operations


Yes

No

No

STRATEGIC ADVISERS LLC IS A WHOLLY-OWNED SUBSIDIARY OF FIDELITYADVISORY HOLDINGS LLC. FIDELITY ADVISORY HOLDINGS LLC IS AWHOLLY-OWNED SUBSIDIARY OF FMR LLC. FMR LLC IS THE PARENTCOMPANY OF FIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITYDISTRIBUTORS COMPANY LLC IS A WHOLLY-OWNED SUBSIDIARY OFFIDELITY GLOBAL BROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Yes

Yes

No

06/08/2000


13041

NATIONAL FINANCIAL SERVICES LLC is under common control with the firm.

NATIONAL FINANCIAL SERVICES LLC IS A WHOLLY-OWNED SUBSIDIARY OFFIDELITY GLOBAL BROKERAGE GROUP, INC. FIDELITY DISTRIBUTORSCOMPANY LLC IS ALSO A WHOLLY-OWNED SUBSIDIARY OF FIDELITYGLOBAL BROKERAGE GROUP, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

This firm is not directly or indirectly, controlled by the following:

· bank holding company· national bank· state member bank of the Federal Reserve System· state non-member bank· savings bank or association· credit union· or foreign bank






Disclosure Events

All firms registered to sell securities or provide investment advice are required to disclose regulatory actions, criminal orcivil judicial proceedings, and certain financial matters in which the firm or one of its control affiliates has been involved.For your convenience, below is a matrix of the number and status of disclosure events involving this brokerage firm orone of its control affiliates. Further information regarding these events can be found in the subsequent pages of thisreport.

Final On AppealPending

Regulatory Event 0 3 0

Arbitration N/A 17 N/A






Disclosure Event Details

What you should know about reported disclosure events:

1. BrokerCheck provides details for any disclosure event that was reported in CRD. It also includessummary information regarding FINRA arbitration awards in cases where the brokerage firm wasnamed as a respondent.

2. Certain thresholds must be met before an event is reported to CRD, for example: o A law enforcement agency must file formal charges before a brokerage firm is required to disclose a

particular criminal event.3. Disclosure events in BrokerCheck reports come from different sources:

o Disclosure events for this brokerage firm were reported by the firm and/or regulators. When the firmand a regulator report information for the same event, both versions of the event will appear in theBrokerCheck report. The different versions will be separated by a solid line with the reporting sourcelabeled.

4. There are different statuses and dispositions for disclosure events: o A disclosure event may have a status of pending, on appeal, or final.

§ A "pending" event involves allegations that have not been proven or formally adjudicated.§ An event that is "on appeal" involves allegations that have been adjudicated but are currently

being appealed.§ A "final" event has been concluded and its resolution is not subject to change.

o A final event generally has a disposition of adjudicated, settled or otherwise resolved.§ An "adjudicated" matter includes a disposition by (1) a court of law in a criminal or civil matter,

or (2) an administrative panel in an action brought by a regulator that is contested by the partycharged with some alleged wrongdoing.

§ A "settled" matter generally involves an agreement by the parties to resolve the matter.Please note that firms may choose to settle customer disputes or regulatory matters forbusiness or other reasons.

§ A "resolved" matter usually involves no payment to the customer and no finding ofwrongdoing on the part of the individual broker. Such matters generally involve customerdisputes.

5. You may wish to contact the brokerage firm to obtain further information regarding any of thedisclosure events contained in this BrokerCheck report.

Regulatory - Final

This type of disclosure event involves (1) a final, formal proceeding initiated by a regulatory authority (e.g., a statesecurities agency, self-regulatory organization, federal regulator such as the U.S. Securities and Exchange Commission,foreign financial regulatory body) for a violation of investment-related rules or regulations; or (2) a revocation orsuspension of the authority of a brokerage firm or its control affiliate to act as an attorney, accountant or federalcontractor.

Disclosure 1 of 3

Reporting Source: Regulator

Allegations: FINRA RULE 2010, NASD RULES 2110, 2210, 2211, 2211(B)(1)(B), 3010(A) AND(B) - FIDELITY INVESTMENTS INSTITUTIONAL SERVICES COMPANY, INC.MARKETED, SOLD AND/OR WHOLESALED SHARES IN AN INCOME MUTUALFUND AND IN CONNECTION WITH SUCH ACTIVITIES CREATEDADVERTISING, TRAINING AND/OR WHOLESALING MATERIALS FOR THEFUND WHICH WERE PROVIDED TO PUBLIC CUSTOMERS, RETAIL SALESFIRMS, USED INTERNALLY OR USED FOR INSTITUTIONAL PURPOSEDWITHIN THE SELLING INTERMEDIARIES. THE MUTUAL FUND INCLUDEDSECURITIES BACKED BY, AMONG OTHER THINGS, SUB-PRIMEMORTGAGES AND CREDIT CARD AND AUTO LOAN RECEIVABLES. AFTERTHE SUB-PRIME CRISIS BEGAN IN 2007 AND NEGATIVELY AFFECTED THEFINANCIAL MARKETS, THE FUND'S NET ASSET VALUE (NAV) BEGAN TODECREASE AND WAS NO LONGER AN APPROPRIATE INVESTMENT FORCONSERVATIVE INVESTORS SEEKING TO PRESERVE CAPITAL. THE FIRMDISTRIBUTED SALES MATERIALS THAT WERE UNBALANCED ANDMISLEADING, CONTAINED UNWARRANTED STATEMENTS AND FAILED TOPROVIDE A SOUND BASIS BY WHICH TO EVALUATE THE RISKS OF THEFUND. THE SALES MATERIALS FAILED TO PROVIDE A SOUND BASIS FOREVALUATING RISKS RELATING TO THE FUND; CONTINUED TO STATE THATTHE FUND'S PORTFOLIO HOLDINGS WERE OF HIGH CREDIT QUALITYWHEN THEY WERE NOT; FAILED TO TIMELY UPDATE THE SALESMATERIALS TO ACCURATELY PORTRAY THE NEGATIVE IMPACT OF THESUB-PRIME CRISIS ON THE VALUE OF THE FUND'S PORTFOLIOINVESTMENTS AND SHARES; MISCHARACTERIZED THE FUND AS A SHORT-TERM SAVINGS OPTION APPROPRIATE FOR CUSTOMERS WHO SOUGHTTO INVEST FUNDS NEEDED TO PURCHASE A HOME OR CAR; ANDCONTAINED UNQUALIFIED PROMISES OF POSITIVE FUTUREPERFORMANCE. THE FIRM ALSO DISTRIBUTED CERTAIN OF THESEMATERIALS TO THE SELLING INTERMEDIARIES. THE FIRM HADPROCEDURES IN PLACE WITH RESPECT TO THE REVIEW AND APPROVALOF SALES MATERIALS BUT THE PROCEDURES WERE NOT REASONABLYDESIGNED TO ACHIEVE AND MONITOR COMPLIANCE WITH APPLICABLELAWS, REGULATIONS AND RULES. THE PROCEDURES GENERALLYREQUIRED THE MATERIALS BE APPROVED BY A REGISTERED PRINCIPALPRIOR TO USE BUT DID NOT CONTAIN AN APPROPRIATE SYSTEM OFFOLLOW-UP AND REVIEW THAT WAS REASONABLY CALCULATED TOENSURE THE REVIEW WAS ADEQUATE. THE FIRM'S SPOTLIGHT REPORTSWERE CREATED AND USED INTERNALLY; THE FIRM HAD SUPERVISORYPROCEDURES CONCERNING SUCH DOCUMENTS THAT DID NOT REQUIRETHAT THEY BE REVIEWED BY A REGISTERED PRINCIPAL PRIOR TO USEBUT THE PROCEDURES DID NOT PROVIDE FOR ADEQUATE SURVEILLANCEAND FOLLOW-UP TO ENSURE THAT WERE BEING IMPLEMENTED ANDADHERED TO. AS A RESULT, VIOLATIVE SALES MATERIALS WERE CREATEDAND DISTRIBUTED DESPITE THE FACT THAT, PRIOR TO AND DURING THERELEVANT PERIOD, FINRA HAD ISSUED GUIDANCE TO ITS MEMBERS THATHIGHLIGHTED THE RISKS ASSOCIATED WITH BONDS, BOND FUNDS ANDSTRUCTURED PRODUCTS AND DETAILED SUPERVISORYRESPONSIBILITIES OF ITS MEMBERS WITH RESPECT THERETO. AS ARESULT, THE SALES MATERIALS FAILED TO PROVIDE AN ACCURATE ANDBALANCED PRESENTATION CONCERNING THE NATURE, HOLDINGS ANDRISKS OF AN INVESTMENT IN THE FUND.

Current Status: Final






Allegations: FINRA RULE 2010, NASD RULES 2110, 2210, 2211, 2211(B)(1)(B), 3010(A) AND(B) - FIDELITY INVESTMENTS INSTITUTIONAL SERVICES COMPANY, INC.MARKETED, SOLD AND/OR WHOLESALED SHARES IN AN INCOME MUTUALFUND AND IN CONNECTION WITH SUCH ACTIVITIES CREATEDADVERTISING, TRAINING AND/OR WHOLESALING MATERIALS FOR THEFUND WHICH WERE PROVIDED TO PUBLIC CUSTOMERS, RETAIL SALESFIRMS, USED INTERNALLY OR USED FOR INSTITUTIONAL PURPOSEDWITHIN THE SELLING INTERMEDIARIES. THE MUTUAL FUND INCLUDEDSECURITIES BACKED BY, AMONG OTHER THINGS, SUB-PRIMEMORTGAGES AND CREDIT CARD AND AUTO LOAN RECEIVABLES. AFTERTHE SUB-PRIME CRISIS BEGAN IN 2007 AND NEGATIVELY AFFECTED THEFINANCIAL MARKETS, THE FUND'S NET ASSET VALUE (NAV) BEGAN TODECREASE AND WAS NO LONGER AN APPROPRIATE INVESTMENT FORCONSERVATIVE INVESTORS SEEKING TO PRESERVE CAPITAL. THE FIRMDISTRIBUTED SALES MATERIALS THAT WERE UNBALANCED ANDMISLEADING, CONTAINED UNWARRANTED STATEMENTS AND FAILED TOPROVIDE A SOUND BASIS BY WHICH TO EVALUATE THE RISKS OF THEFUND. THE SALES MATERIALS FAILED TO PROVIDE A SOUND BASIS FOREVALUATING RISKS RELATING TO THE FUND; CONTINUED TO STATE THATTHE FUND'S PORTFOLIO HOLDINGS WERE OF HIGH CREDIT QUALITYWHEN THEY WERE NOT; FAILED TO TIMELY UPDATE THE SALESMATERIALS TO ACCURATELY PORTRAY THE NEGATIVE IMPACT OF THESUB-PRIME CRISIS ON THE VALUE OF THE FUND'S PORTFOLIOINVESTMENTS AND SHARES; MISCHARACTERIZED THE FUND AS A SHORT-TERM SAVINGS OPTION APPROPRIATE FOR CUSTOMERS WHO SOUGHTTO INVEST FUNDS NEEDED TO PURCHASE A HOME OR CAR; ANDCONTAINED UNQUALIFIED PROMISES OF POSITIVE FUTUREPERFORMANCE. THE FIRM ALSO DISTRIBUTED CERTAIN OF THESEMATERIALS TO THE SELLING INTERMEDIARIES. THE FIRM HADPROCEDURES IN PLACE WITH RESPECT TO THE REVIEW AND APPROVALOF SALES MATERIALS BUT THE PROCEDURES WERE NOT REASONABLYDESIGNED TO ACHIEVE AND MONITOR COMPLIANCE WITH APPLICABLELAWS, REGULATIONS AND RULES. THE PROCEDURES GENERALLYREQUIRED THE MATERIALS BE APPROVED BY A REGISTERED PRINCIPALPRIOR TO USE BUT DID NOT CONTAIN AN APPROPRIATE SYSTEM OFFOLLOW-UP AND REVIEW THAT WAS REASONABLY CALCULATED TOENSURE THE REVIEW WAS ADEQUATE. THE FIRM'S SPOTLIGHT REPORTSWERE CREATED AND USED INTERNALLY; THE FIRM HAD SUPERVISORYPROCEDURES CONCERNING SUCH DOCUMENTS THAT DID NOT REQUIRETHAT THEY BE REVIEWED BY A REGISTERED PRINCIPAL PRIOR TO USEBUT THE PROCEDURES DID NOT PROVIDE FOR ADEQUATE SURVEILLANCEAND FOLLOW-UP TO ENSURE THAT WERE BEING IMPLEMENTED ANDADHERED TO. AS A RESULT, VIOLATIVE SALES MATERIALS WERE CREATEDAND DISTRIBUTED DESPITE THE FACT THAT, PRIOR TO AND DURING THERELEVANT PERIOD, FINRA HAD ISSUED GUIDANCE TO ITS MEMBERS THATHIGHLIGHTED THE RISKS ASSOCIATED WITH BONDS, BOND FUNDS ANDSTRUCTURED PRODUCTS AND DETAILED SUPERVISORYRESPONSIBILITIES OF ITS MEMBERS WITH RESPECT THERETO. AS ARESULT, THE SALES MATERIALS FAILED TO PROVIDE AN ACCURATE ANDBALANCED PRESENTATION CONCERNING THE NATURE, HOLDINGS ANDRISKS OF AN INVESTMENT IN THE FUND.






Initiated By: FINRA

Principal Sanction(s)/ReliefSought:

Other Sanction(s)/ReliefSought:

Date Initiated: 07/12/2012

Docket/Case Number: 2008013791601

Principal Product Type: Mutual Fund(s)

Other Product Type(s):

FINRA RULE 2010, NASD RULES 2110, 2210, 2211, 2211(B)(1)(B), 3010(A) AND(B) - FIDELITY INVESTMENTS INSTITUTIONAL SERVICES COMPANY, INC.MARKETED, SOLD AND/OR WHOLESALED SHARES IN AN INCOME MUTUALFUND AND IN CONNECTION WITH SUCH ACTIVITIES CREATEDADVERTISING, TRAINING AND/OR WHOLESALING MATERIALS FOR THEFUND WHICH WERE PROVIDED TO PUBLIC CUSTOMERS, RETAIL SALESFIRMS, USED INTERNALLY OR USED FOR INSTITUTIONAL PURPOSEDWITHIN THE SELLING INTERMEDIARIES. THE MUTUAL FUND INCLUDEDSECURITIES BACKED BY, AMONG OTHER THINGS, SUB-PRIMEMORTGAGES AND CREDIT CARD AND AUTO LOAN RECEIVABLES. AFTERTHE SUB-PRIME CRISIS BEGAN IN 2007 AND NEGATIVELY AFFECTED THEFINANCIAL MARKETS, THE FUND'S NET ASSET VALUE (NAV) BEGAN TODECREASE AND WAS NO LONGER AN APPROPRIATE INVESTMENT FORCONSERVATIVE INVESTORS SEEKING TO PRESERVE CAPITAL. THE FIRMDISTRIBUTED SALES MATERIALS THAT WERE UNBALANCED ANDMISLEADING, CONTAINED UNWARRANTED STATEMENTS AND FAILED TOPROVIDE A SOUND BASIS BY WHICH TO EVALUATE THE RISKS OF THEFUND. THE SALES MATERIALS FAILED TO PROVIDE A SOUND BASIS FOREVALUATING RISKS RELATING TO THE FUND; CONTINUED TO STATE THATTHE FUND'S PORTFOLIO HOLDINGS WERE OF HIGH CREDIT QUALITYWHEN THEY WERE NOT; FAILED TO TIMELY UPDATE THE SALESMATERIALS TO ACCURATELY PORTRAY THE NEGATIVE IMPACT OF THESUB-PRIME CRISIS ON THE VALUE OF THE FUND'S PORTFOLIOINVESTMENTS AND SHARES; MISCHARACTERIZED THE FUND AS A SHORT-TERM SAVINGS OPTION APPROPRIATE FOR CUSTOMERS WHO SOUGHTTO INVEST FUNDS NEEDED TO PURCHASE A HOME OR CAR; ANDCONTAINED UNQUALIFIED PROMISES OF POSITIVE FUTUREPERFORMANCE. THE FIRM ALSO DISTRIBUTED CERTAIN OF THESEMATERIALS TO THE SELLING INTERMEDIARIES. THE FIRM HADPROCEDURES IN PLACE WITH RESPECT TO THE REVIEW AND APPROVALOF SALES MATERIALS BUT THE PROCEDURES WERE NOT REASONABLYDESIGNED TO ACHIEVE AND MONITOR COMPLIANCE WITH APPLICABLELAWS, REGULATIONS AND RULES. THE PROCEDURES GENERALLYREQUIRED THE MATERIALS BE APPROVED BY A REGISTERED PRINCIPALPRIOR TO USE BUT DID NOT CONTAIN AN APPROPRIATE SYSTEM OFFOLLOW-UP AND REVIEW THAT WAS REASONABLY CALCULATED TOENSURE THE REVIEW WAS ADEQUATE. THE FIRM'S SPOTLIGHT REPORTSWERE CREATED AND USED INTERNALLY; THE FIRM HAD SUPERVISORYPROCEDURES CONCERNING SUCH DOCUMENTS THAT DID NOT REQUIRETHAT THEY BE REVIEWED BY A REGISTERED PRINCIPAL PRIOR TO USEBUT THE PROCEDURES DID NOT PROVIDE FOR ADEQUATE SURVEILLANCEAND FOLLOW-UP TO ENSURE THAT WERE BEING IMPLEMENTED ANDADHERED TO. AS A RESULT, VIOLATIVE SALES MATERIALS WERE CREATEDAND DISTRIBUTED DESPITE THE FACT THAT, PRIOR TO AND DURING THERELEVANT PERIOD, FINRA HAD ISSUED GUIDANCE TO ITS MEMBERS THATHIGHLIGHTED THE RISKS ASSOCIATED WITH BONDS, BOND FUNDS ANDSTRUCTURED PRODUCTS AND DETAILED SUPERVISORYRESPONSIBILITIES OF ITS MEMBERS WITH RESPECT THERETO. AS ARESULT, THE SALES MATERIALS FAILED TO PROVIDE AN ACCURATE ANDBALANCED PRESENTATION CONCERNING THE NATURE, HOLDINGS ANDRISKS OF AN INVESTMENT IN THE FUND.

Resolution Date: 07/12/2012

Resolution:

Other Sanctions Ordered:

Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS;THEREFORE, THE FIRM IS CENSURED AND FINED $375,000, JOINTLY ANDSEVERALLY. FINE PAID IN FULL ON 08/07/2012.

Does the order constitute afinal order based onviolations of any laws orregulations that prohibitfraudulent, manipulative, ordeceptive conduct?

No

Sanctions Ordered: CensureMonetary/Fine $375,000.00

Acceptance, Waiver & Consent(AWC)

iReporting Source: Firm

Allegations: AS INDICATED IN THE LETTER OF ACCEPTANCE, WAIVER AND CONSENT,NO. 2008013791601, FINRA FOUND THAT, DURING THE PERIOD DECEMBER1,2006 THROUGH DECEMBER 31, 2008, FIISC (1) VIOLATED NASD RULES2210 AND 2110 AND FINRA RULE 2010 BY DISTRIBUTING CERTAIN SALESMATERIALS THAT WERE UNBALANCED AND MISLEADING, CONTAINEDUNWARRANTED STATEMENTS AND FAILED TO PROVIDE A SOUND BASISBY WHICH TO EVALUATE THE RISKS OF THE FIDELITY ULTRA SHORT BONDFUND ("FUND"). IN ADDITION, BY DISTRIBUTING CERTAIN OF THEFOREGOING MATERIALS TO THE SELLING INTERMEDIARIES, FIISCVIOLATED NASD RULE 2211; AND (2) FAILED TO ESTABLISH, MAINTAIN ANDENFORCE ADEQUATE SUPERVISORY SYSTEMS, INCLUDING SYSTEMS OFFOLLOW-UP AND REVIEW, WHICH WERE REASONABLY DESIGNED TOACHIEVE COMPLIANCE WITH NASD AND FINRA RULES; AS A RESULT,CERTAIN SALES MATERIALS FAILED TO PROVIDE AN ACCURATE ANDBALANCED PRESENTATION CONCERNING THE NATURE, HOLDINGS ANDRISKS OF AN INVESTMENT IN THE FUND. FIISC THEREBY VIOLATED NASDRULES 3010(A) AND (B), 2110 AND 2211(B)(1)(B), AND FINRA RULE 2010.






https://www.finra.org/rules-guidance/oversight-enforcement/finra-disciplinary-actions?search=2008013791601


Initiated By: FINRA


Censure


FINE



Principal Product Type: Mutual Fund(s)


AS INDICATED IN THE LETTER OF ACCEPTANCE, WAIVER AND CONSENT,NO. 2008013791601, FINRA FOUND THAT, DURING THE PERIOD DECEMBER1,2006 THROUGH DECEMBER 31, 2008, FIISC (1) VIOLATED NASD RULES2210 AND 2110 AND FINRA RULE 2010 BY DISTRIBUTING CERTAIN SALESMATERIALS THAT WERE UNBALANCED AND MISLEADING, CONTAINEDUNWARRANTED STATEMENTS AND FAILED TO PROVIDE A SOUND BASISBY WHICH TO EVALUATE THE RISKS OF THE FIDELITY ULTRA SHORT BONDFUND ("FUND"). IN ADDITION, BY DISTRIBUTING CERTAIN OF THEFOREGOING MATERIALS TO THE SELLING INTERMEDIARIES, FIISCVIOLATED NASD RULE 2211; AND (2) FAILED TO ESTABLISH, MAINTAIN ANDENFORCE ADEQUATE SUPERVISORY SYSTEMS, INCLUDING SYSTEMS OFFOLLOW-UP AND REVIEW, WHICH WERE REASONABLY DESIGNED TOACHIEVE COMPLIANCE WITH NASD AND FINRA RULES; AS A RESULT,CERTAIN SALES MATERIALS FAILED TO PROVIDE AN ACCURATE ANDBALANCED PRESENTATION CONCERNING THE NATURE, HOLDINGS ANDRISKS OF AN INVESTMENT IN THE FUND. FIISC THEREBY VIOLATED NASDRULES 3010(A) AND (B), 2110 AND 2211(B)(1)(B), AND FINRA RULE 2010.


Resolution:


Sanction Details: FINE OF $375,000 PAID 08/03/12, JOINT AND SEVERAL WITH FBS



Disclosure 2 of 3

i


Allegations: NASD RULES 2110, 2210(C)(2), 2210(D) AND 3010 - BETWEEN JANUARY 2003AND JANUARY 2006 FIDELITY VIOLATED NASD ADVERTISING RULES BYPREPARING AND DISTRIBUTING MISLEADING SALES LITERATURE RELATEDTO INVESTMENT PLANS (THE "PLANS") TO CURRENT INVESTORS AND TOOTHER BROKER DEALERS AND THEIR REPRESENTATIVES FORDISTRIBUTION TO MEMBERS OF THE PUBLIC. IN ADDITION, FIDELITYPREPARED A SLIDE PRESENTATION WHICH WAS USED BY REGISTEREDREPRESENTATIVES WHO SOLD THE PLANS, BUT DID NOT FILE THE SLIDEPRESENTATIONS WITH NASD'S ADVERTISING REGULATION DEPARTMENTWITHIN 10 BUSINESS DAYS OF FIRST USE. FIDELITY ALSO FAILED TOSUPERVISE ADEQUATELY THE REVIEW OF PLAN SALES LITERATURE INTHAT INDIVIDUALS WHO REVIEWED AND APPROVED THE LITERATURE DIDNOT ADEQUATELY UNDERSTAND THE UNUSUAL FEATURES OF THEPRODUCT, WHICH WAS UNLIKE OTHER PRODUCTS MARKETED BYFIDELITY. WITHOUT A FULL UNDERSTANDING OF THE PRODUCT THOSEINVOLVED IN CREATING AND APPROVING THE SALES LITERATURE FAILEDTO DETECT THE PROBLEMS WITH THE SALES LITERATURE.








Initiated By: NASD





Principal Product Type: No Product


NASD RULES 2110, 2210(C)(2), 2210(D) AND 3010 - BETWEEN JANUARY 2003AND JANUARY 2006 FIDELITY VIOLATED NASD ADVERTISING RULES BYPREPARING AND DISTRIBUTING MISLEADING SALES LITERATURE RELATEDTO INVESTMENT PLANS (THE "PLANS") TO CURRENT INVESTORS AND TOOTHER BROKER DEALERS AND THEIR REPRESENTATIVES FORDISTRIBUTION TO MEMBERS OF THE PUBLIC. IN ADDITION, FIDELITYPREPARED A SLIDE PRESENTATION WHICH WAS USED BY REGISTEREDREPRESENTATIVES WHO SOLD THE PLANS, BUT DID NOT FILE THE SLIDEPRESENTATIONS WITH NASD'S ADVERTISING REGULATION DEPARTMENTWITHIN 10 BUSINESS DAYS OF FIRST USE. FIDELITY ALSO FAILED TOSUPERVISE ADEQUATELY THE REVIEW OF PLAN SALES LITERATURE INTHAT INDIVIDUALS WHO REVIEWED AND APPROVED THE LITERATURE DIDNOT ADEQUATELY UNDERSTAND THE UNUSUAL FEATURES OF THEPRODUCT, WHICH WAS UNLIKE OTHER PRODUCTS MARKETED BYFIDELITY. WITHOUT A FULL UNDERSTANDING OF THE PRODUCT THOSEINVOLVED IN CREATING AND APPROVING THE SALES LITERATURE FAILEDTO DETECT THE PROBLEMS WITH THE SALES LITERATURE.


Resolution:

Other Sanctions Ordered: UNDERTAKINGS

Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, FIDELITY CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS;THEREFORE THE FIRM IS CENSURED AND FINED $400,000, JOINTLY ANDSEVERALLY. THE FINE WILL BE PAID TO THE NASD INVESTOR EDUCATIONFOUNDATION TO BE USED FOR THE INVESTOR EDUCATION NEEDS OFMEMBERS OF THE UNITED STATES MILITARY AND THEIR FAMILIES. THEFINE MUST BE PAID WITHIN 10 DAYS. FIDELITY ALSO UNDERTAKES TO,FOR A PERIOD OF FIVE YEARS, TO INCLUDE IN ALL FIDELITY SALESLITERATURE AND ADVERTISEMENTS REGARDING OR REFERRING TOCERTAIN PLANS A PROMINENT NOTICE TO CURRENT PLAN HOLDERSSUBSTANTIALLY AS FOLLOWS: (I) [ FOR PLAN HOLDERS WHO WOULD LIKETO CHANGE THE TOTAL FACE AMOUNT OF THEIR PLANS: ADDITIONALSHARES OF THE UNDERLYING FUND CAN BE PURCHASED OUTSIDE THEPLAN WITHOUT PAYING ADDITIONAL PLAN-LEVEL CREATION AND SALESCHARGES FOR UP TO 50% ON THE AMOUNT THAT WOULD HAVE BEENINVESTED FOR THE FIRST 12 MONTHS LESS THE CHARGES ALREADYPAID, WHICH MAY LOWER YOUR COST OF INVESTING. PLEASE CONSULTYOUR INVESTMENT PROFESSIONAL REGARDING YOUR INVESTMENTSITUATION. ("THE PLAN NOTICE")] (II) INCLUDE THE PLAN NOTICEPROMINENTLY ON THE FIRM'S EXTERNAL WEBSITE AND ANY OTHERFIDELITY WEBSITE WITH SUBSTANTIVE INFORMATION REGARDING THEPLANS, WHETHER OR NOT THE WEBSITE IS ACCESSIBLE BY PLANHOLDERS.(III) PROVIDE THE PLAN NOTICE IN WRITING TO ALL PERIODIC ACCOUNTSTATEMENTS SENT DIRECTLY TO EACH PLAN HOLDER.


No








www.finra.org/brokercheck User GuidanceWITHOUT ADMITTING OR DENYING THE FINDINGS, FIDELITY CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS;THEREFORE THE FIRM IS CENSURED AND FINED $400,000, JOINTLY ANDSEVERALLY. THE FINE WILL BE PAID TO THE NASD INVESTOR EDUCATIONFOUNDATION TO BE USED FOR THE INVESTOR EDUCATION NEEDS OFMEMBERS OF THE UNITED STATES MILITARY AND THEIR FAMILIES. THEFINE MUST BE PAID WITHIN 10 DAYS. FIDELITY ALSO UNDERTAKES TO,FOR A PERIOD OF FIVE YEARS, TO INCLUDE IN ALL FIDELITY SALESLITERATURE AND ADVERTISEMENTS REGARDING OR REFERRING TOCERTAIN PLANS A PROMINENT NOTICE TO CURRENT PLAN HOLDERSSUBSTANTIALLY AS FOLLOWS: (I) [ FOR PLAN HOLDERS WHO WOULD LIKETO CHANGE THE TOTAL FACE AMOUNT OF THEIR PLANS: ADDITIONALSHARES OF THE UNDERLYING FUND CAN BE PURCHASED OUTSIDE THEPLAN WITHOUT PAYING ADDITIONAL PLAN-LEVEL CREATION AND SALESCHARGES FOR UP TO 50% ON THE AMOUNT THAT WOULD HAVE BEENINVESTED FOR THE FIRST 12 MONTHS LESS THE CHARGES ALREADYPAID, WHICH MAY LOWER YOUR COST OF INVESTING. PLEASE CONSULTYOUR INVESTMENT PROFESSIONAL REGARDING YOUR INVESTMENTSITUATION. ("THE PLAN NOTICE")] (II) INCLUDE THE PLAN NOTICEPROMINENTLY ON THE FIRM'S EXTERNAL WEBSITE AND ANY OTHERFIDELITY WEBSITE WITH SUBSTANTIVE INFORMATION REGARDING THEPLANS, WHETHER OR NOT THE WEBSITE IS ACCESSIBLE BY PLANHOLDERS.(III) PROVIDE THE PLAN NOTICE IN WRITING TO ALL PERIODIC ACCOUNTSTATEMENTS SENT DIRECTLY TO EACH PLAN HOLDER.


Initiated By: NASD


Censure



Principal Product Type: Investment Contract(s)


Allegations: THE REGISTRANT AND AN AFFILIATED BROKER-DEALER CONSENTED TO ACENSURE, A $400,000 FINE FOR WHICH THEY ARE JOINTLY ANDSEVERALLY LIABLE, AND TO VARIOUS UNDERTAKINGS, IN CONNECTIONWITH THE NASD'S ALLEGATIONS THAT (1) THE FIRMS VIOLATED NASDADVERTISING RULES BY PREPARING AND DISTRIBUTING MISLEADINGSALES LITERATURE RELATING TO FIDELITY'S DESTINY I AND IISYSTEMATIC INVESTMENT PLANS AND (2) FIDELITY DID NOT ADEQUATELYSUPERVISE THE REVIEW OF THIS SALES LITERATURE IN LIGHT OF THEUNUSUAL FEATURES OF THE DESTINY PRODUCTS.









FINE AND VARIOUS UNDERTAKINGS


Resolution:

Other Sanctions Ordered: VARIOUS UNDERTAKINGS

Sanction Details: FINE OF $400,000 PAID MAY 18, 2007

Firm Statement THE REGISTRANT AND AN AFFILIATED BROKER-DEALER CONSENTED TO ACENSURE, A $400,000 FINE FOR WHICH THEY ARE JOINTLY ANDSEVERALLY LIABLE, AND TO VARIOUS UNDERTAKINGS. FINE PAID MAY 18,2007.



Disclosure 3 of 3

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Allegations: SECTION 17(A) OF THE SECURITIES EXCHANGE ACT OF 1934, SEC RULE17A-4 THEREUNDER, NASD RULES 1031, 2110, 3010 AND 3110 - DURING2002 THROUGH 2005, FIDELITY INVESTMENTS INSTITUTIONAL SERVICESCOMPANY, INC. ("RESPONDENT") VIOLATED NASD RULES BY: (I) FAILING TOASSESS NUMEROUS INDIVIDUALS JOB FUNCTIONS BEFORE REGISTERINGWITH NASD TO DETERMINE WHETHER THEIR JOB FUNCTIONS REQUIREDOR PERMITTED REGISTRATION UNDER NASD RULES; (II) FAILING TOADEQUATELY TRACK REGISTERED INDIVIDUALS WHEN THEY CHANGEDJOB FUNCTIONS TO DETERMINE WHETHER THEIR NEW JOB FUNCTIONSCONTINUED TO REQUIRE OR PERMIT REGISTRATION UNDER NASDRULES; (III) MAINTAINING REGISTRATIONS FOR APPROXIMATELY 1100EMPLOYEES, MANY OF WHOM DID NOT CONDUCT ANY ACTIVITIES FORTHE BROKERAGE FIRMS, AND NONE OF WHOSE DUTIES FELL WITHIN THEACTIVITIES OF PERSONS WHO WERE REQUIRED OR PERMITTED TO BEREGISTERED UNDER NASD RULES; AND (IV) FAILING TO ASSIGNREGISTERED INDIVIDUALS TO SUPERVISE CERTAIN REGISTEREDINDIVIDUALS. THESE VIOLATIONS RESULTED BECAUSE RESPONDENTPERMITTED EMPLOYEES FROM ASSOCIATE MEMBER FIRMS TO MAINTAINREGISTRATIONS IF THEY CHOSE TO DO SO, AND THE RESPONDENT DIDNOT ASSESS OR DETERMINE, ON AN INDIVIDUAL BASIS, WHETHER THEACTIVITIES OF EACH INDIVIDUAL SEEKING TO MAINTAIN A REGISTRATIONFELL WITHIN EITHER THE "PERMITTED" OR "REQUIRED" CATEGORIES FORNASD REGISTRATION. IN FACT, ON SEVERAL OCCASIONS, RESPONDENTMOVED REGISTRATIONS FROM ONE BROKER-DEALER TO ANOTHER,AGAIN, WITHOUT ASSESSING OR DETERMINING WHETHER IN FACTPERSONS COULD OR SHOULD BE REGISTERED. (ALLEGATIONSCONTINUED IN COMMENTS SECTION)







Initiated By: NASD







SECTION 17(A) OF THE SECURITIES EXCHANGE ACT OF 1934, SEC RULE17A-4 THEREUNDER, NASD RULES 1031, 2110, 3010 AND 3110 - DURING2002 THROUGH 2005, FIDELITY INVESTMENTS INSTITUTIONAL SERVICESCOMPANY, INC. ("RESPONDENT") VIOLATED NASD RULES BY: (I) FAILING TOASSESS NUMEROUS INDIVIDUALS JOB FUNCTIONS BEFORE REGISTERINGWITH NASD TO DETERMINE WHETHER THEIR JOB FUNCTIONS REQUIREDOR PERMITTED REGISTRATION UNDER NASD RULES; (II) FAILING TOADEQUATELY TRACK REGISTERED INDIVIDUALS WHEN THEY CHANGEDJOB FUNCTIONS TO DETERMINE WHETHER THEIR NEW JOB FUNCTIONSCONTINUED TO REQUIRE OR PERMIT REGISTRATION UNDER NASDRULES; (III) MAINTAINING REGISTRATIONS FOR APPROXIMATELY 1100EMPLOYEES, MANY OF WHOM DID NOT CONDUCT ANY ACTIVITIES FORTHE BROKERAGE FIRMS, AND NONE OF WHOSE DUTIES FELL WITHIN THEACTIVITIES OF PERSONS WHO WERE REQUIRED OR PERMITTED TO BEREGISTERED UNDER NASD RULES; AND (IV) FAILING TO ASSIGNREGISTERED INDIVIDUALS TO SUPERVISE CERTAIN REGISTEREDINDIVIDUALS. THESE VIOLATIONS RESULTED BECAUSE RESPONDENTPERMITTED EMPLOYEES FROM ASSOCIATE MEMBER FIRMS TO MAINTAINREGISTRATIONS IF THEY CHOSE TO DO SO, AND THE RESPONDENT DIDNOT ASSESS OR DETERMINE, ON AN INDIVIDUAL BASIS, WHETHER THEACTIVITIES OF EACH INDIVIDUAL SEEKING TO MAINTAIN A REGISTRATIONFELL WITHIN EITHER THE "PERMITTED" OR "REQUIRED" CATEGORIES FORNASD REGISTRATION. IN FACT, ON SEVERAL OCCASIONS, RESPONDENTMOVED REGISTRATIONS FROM ONE BROKER-DEALER TO ANOTHER,AGAIN, WITHOUT ASSESSING OR DETERMINING WHETHER IN FACTPERSONS COULD OR SHOULD BE REGISTERED. (ALLEGATIONSCONTINUED IN COMMENTS SECTION)


Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, RESPONDENTCONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OFFINDINGS; THEREFORE THE FIRM IS CENSURED AND FINED $3,750,000.00,JOINTLY AND SEVERALLY. IN ADDITION, RESPONDENT MUST COMPLY WITHTHE FOLLOWING UNDERTAKINGS: (1) AUDIT OF CURRENT REGISTRATIONSYSTEM, POLICIES AND PROCEDURES. (2) DELIVERY OF CURRENTREGISTRATION AUDIT REPORT NO LATER THAN 120 DAYS. (3)CERTIFICATION REGARDING: CURRENT REGISTRATION AUDIT REPORT. (4)SEMI-ANNUAL REGISTRATION AUDITS FOR 18 MONTHS. (5) CERTIFICATIONREGARDING: SEMI-ANNUAL REGISTRATION AUDITS. (6) OFFICERCERTIFICATION REGARDING REGISTRATION SYSTEM AND PROCEDURESWITHIN NINE MONTHS. (7) AUDIT OF CURRENT ELECTRONICRECORDKEEPING SYSTEM, POLICIES AND PROCEDURES. (8) DELIVERY OFEMAIL AUDIT REPORT NO LATER THAN 180 DAYS. (9) CERTIFICATIONREGARDING: EMAIL AUDIT REPORT. (10) OFFICER CERTIFICATIONREGARDING ELECTRONIC RECORDKEEPING SYSTEM AND PROCEDURESWITHIN 12 MONTHS.


No

Sanctions Ordered: CensureMonetary/Fine $3,750,000.00








WITHOUT ADMITTING OR DENYING THE FINDINGS, RESPONDENTCONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OFFINDINGS; THEREFORE THE FIRM IS CENSURED AND FINED $3,750,000.00,JOINTLY AND SEVERALLY. IN ADDITION, RESPONDENT MUST COMPLY WITHTHE FOLLOWING UNDERTAKINGS: (1) AUDIT OF CURRENT REGISTRATIONSYSTEM, POLICIES AND PROCEDURES. (2) DELIVERY OF CURRENTREGISTRATION AUDIT REPORT NO LATER THAN 120 DAYS. (3)CERTIFICATION REGARDING: CURRENT REGISTRATION AUDIT REPORT. (4)SEMI-ANNUAL REGISTRATION AUDITS FOR 18 MONTHS. (5) CERTIFICATIONREGARDING: SEMI-ANNUAL REGISTRATION AUDITS. (6) OFFICERCERTIFICATION REGARDING REGISTRATION SYSTEM AND PROCEDURESWITHIN NINE MONTHS. (7) AUDIT OF CURRENT ELECTRONICRECORDKEEPING SYSTEM, POLICIES AND PROCEDURES. (8) DELIVERY OFEMAIL AUDIT REPORT NO LATER THAN 180 DAYS. (9) CERTIFICATIONREGARDING: EMAIL AUDIT REPORT. (10) OFFICER CERTIFICATIONREGARDING ELECTRONIC RECORDKEEPING SYSTEM AND PROCEDURESWITHIN 12 MONTHS.

Regulator Statement (ALLEGATIONS CONTINUED) DURING 2001 THROUGH 2004, RESPONDENT'SELECTRONIC COMMUNICATIONS RETENTION SYSTEM: (I) FAILED TOCAPTURE AND MAINTAIN ALL E-MAIL RELATED TO ITS BUSINESS AS SUCH,INCLUDING E-MAIL, INSTANT MESSAGING AND OUTSIDE VENDORSERVICES, (II) FAILED TO RETAIN AND PRESERVE ALL E-MAIL FOR THEREQUIRED PERIOD, AND (III) FAILED TO PRESERVE ALL E-MAIL IN A NON-REWRITABLE, NON-ERASABLE FORMAT. RESPONDENT ALSO FAILED TOESTABLISH, MAINTAIN, AND ENFORCE A SUPERVISORY SYSTEM ANDPROCEDURES THAT WERE REASONABLY DESIGNED TO CAPTURE, RETAIN,AND PRESERVE ORIGINALS OF ALL ELECTRONIC COMMUNICATIONSRELATING TO ITS BUSINESS AS SUCH, IN FORMAT, MEDIUM, AND FOR THETIME PERIODS PRESCRIBED BY FEDERAL SECURITIES LAWS AND NASDRULES.


Initiated By: NASD





Allegations: THE REGISTRANT AND THREE AFFILIATED BROKER-DEALERS CONSENTEDTO A CENSURE, A $3.75 MILLION FINE FOR WHICH THEY ARE JOINTLY ANDSEVERALLY LIABLE, AND TO VARIOUS UNDERTAKINGS IN CONNECTIONWITH THE NASD'S ALLEGATIONS THAT THE FIRMS (A) VIOLATEDEXCHANGE ACT RULE 17A-4 AND NASD RULE 3110 BY FAILING TO RETAINELECTRONIC COMMUNICATIONS IN THE FORMAT AND FOR THE LENGTHOF TIME REQUIRED BY THOSE RULES; (B) VIOLATED NASD RULE 1031 BYALLOWING EMPLOYEES WHO WERE NEITHER REQUIRED NOR PERMITTEDTO BE REGISTERED TO RETAIN THEIR REGISTRATIONS; (C) VIOLATEDNASD RULE 3010 BY FAILING TO ASSIGN A REGISTERED SUPERVISOR TONUMEROUS REGISTERED PERSONS; (D) FAILED TO SUPERVISE THEREGISTRATION OF EMPLOYEES AND THE PROCESS FOR RETAININGELECTRONIC COMMUNICATIONS; AND (E) THAT WITH RESPECT TOAFFILIATE FIDELITY DISTRIBUTORS CORPORATION IT FAILED TOSUPERVISE ITS REGISTERED PERSONS WHO ACCEPTED GIFTS ANDENTERTAINMENT IN VIOLATION OF THE FIRM'S POLICIES.









Censure


FINE

UNDERTAKINGS



Resolution:

Other Sanctions Ordered: UNDERTAKINGS

Sanction Details: THE REGISTRANT AND THREE AFFILIATED BROKER-DEALERS JOINTLY ANDSEVERALLY PAID A $3,750,000 FINE ON 02/12/2007.

Firm Statement ON FEBRUARY 5, 2007, THE NASD ENTERED AN AWC IN WHICH THEREGISTRANT AND THREE AFFILIATED BROKER-DEALERS CONSENTED TOA CENSURE, A $3.75 MILLION FINE, FOR WHICH THEY ARE JOINTLY ANDSEVERALLY LIABLE AND TO VARIOUS UNDERTAKINGS.

Sanctions Ordered: CensureMonetary/Fine $3,750,000.00







Arbitration Award - Award / Judgment

Brokerage firms are not required to report arbitration claims filed against them by customers; however, BrokerCheckprovides summary information regarding FINRA arbitration awards involving securities and commodities disputesbetween public customers and registered securities firms in this section of the report. The full text of arbitration awards issued by FINRA is available at www.finra.org/awardsonline.

Disclosure 1 of 17


Type of Event: ARBITRATION

Arbitration Forum:

Case Initiated:

Case Number:

Allegations:

Disputed Product Type:

Sum of All Relief Requested:

Disposition:

Disposition Date:

Sum of All Relief Awarded:

NASD

12/23/2003

03-08487

ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT RELATED-NEGLIGENCE; NO OTHER CONTROVERSY INVOLVED

NO OTHER TYPE OF SEC INVOLVE; MUTUAL FUNDS

$27,474.00

AWARD AGAINST PARTY

08/06/2004

$7,488.68

There may be a non-monetary award associated with this arbitration.Please select the Case Number above to view more detailed information.

Disclosure 2 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



NASD

88-01879

ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT RELATED-ERRORS-CHARGES; NO OTHER CONTROVERSY INVOLVED

NO OTHER TYPE OF SEC INVOLVE; UNKNOWN TYPE OF SECURITIES

$430.00





www.finra.org/awardsonline

https://www.finra.org/arbitration-mediation/arbitration-awards-online?search=03-08487




Disposition:

Disposition Date:


$430.00

AWARD AGAINST PARTY

05/23/1989

$430.00


Disclosure 3 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

88-03281

EXECUTIONS-FAILURE TO EXECUTE; NO OTHER CONTROVERSYINVOLVED

NO OTHER TYPE OF SEC INVOLVE; OPTIONS

$43,458.00

AWARD AGAINST PARTY

11/07/1989

$13,037.40


Disclosure 4 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:


NASD

01/01/1989

89-01489

ACCOUNT RELATED-NEGLIGENCE; NO OTHER CONTROVERSY INVOLVED










Disposition:

Disposition Date:


$2,403.51

AWARD AGAINST PARTY

11/10/1989

$2,228.00


Disclosure 5 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

01/01/1989

89-03241

ACCOUNT RELATED-BREACH OF CONTRACT; ACCOUNT RELATED-NEGLIGENCE; NO OTHER CONTROVERSY INVOLVED


$1,584.75

AWARD AGAINST PARTY

03/30/1990

$100.00


Disclosure 6 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:


NASD

01/01/1990

90-00281

ACCOUNT RELATED-NEGLIGENCE; EXECUTIONS-FAILURE TO EXECUTE;NO OTHER CONTROVERSY INVOLVED

NO OTHER TYPE OF SEC INVOLVE; UNKNOWN TYPE OF SECURITIES40©2021 FINRA. All rights reserved. Report about FIDELITY DISTRIBUTORS COMPANY LLC









Disposition:

Disposition Date:



$3,451.00

AWARD AGAINST PARTY

04/06/1990

$1,451.00


Disclosure 7 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

12/10/1990

90-03284

ACCOUNT RELATED-OTHER; EXECUTIONS-FAILURE TO EXECUTE; NOOTHER CONTROVERSY INVOLVED


$5,254.45

AWARD AGAINST PARTY

01/28/1992

$5,254.45


Disclosure 8 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:

NASD

03/16/1992

92-00812

ACCOUNT RELATED-ERRORS-CHARGES; ACCOUNT RELATED-TRANSFER;NO OTHER CONTROVERSY INVOLVED








Case Number:



Disposition:

Disposition Date:


92-00812


$25,914.00

AWARD AGAINST PARTY

03/26/1993

$21,095.00


Disclosure 9 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

01/13/1994

93-05048

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; NO OTHER CONTROVERSYINVOLVED

NO OTHER TYPE OF SEC INVOLVE; PREFERRED STOCK

$1,124.00

AWARD AGAINST PARTY

09/14/1994

$1,124.00


Disclosure 10 of 17

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Arbitration Forum:

Allegations:

NASD

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-BREACHOF CONTRACT; ACCOUNT RELATED-NEGLIGENCE; EXECUTIONS-FAILURETO EXECUTE








Arbitration Forum:

Case Initiated:

Case Number:



Disposition:

Disposition Date:


NASD

02/03/1994

94-00372


$31,090.05

AWARD AGAINST PARTY

01/10/1995

$23,796.17


Disclosure 11 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

09/21/1994

94-02629

ACCOUNT RELATED-TRANSFER; NO OTHER CONTROVERSY INVOLVED


$700.00

AWARD AGAINST PARTY

04/28/1995

$365.00


Disclosure 12 of 17

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Allegations: ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-UNAUTHORIZED TRADING; ACCOUNT RELATED-NEGLIGENCE; NO OTHERCONTROVERSY INVOLVED








Arbitration Forum:

Case Initiated:

Case Number:



Disposition:

Disposition Date:


NASD

12/28/1994

94-04841

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-UNAUTHORIZED TRADING; ACCOUNT RELATED-NEGLIGENCE; NO OTHERCONTROVERSY INVOLVED

NO OTHER TYPE OF SEC INVOLVE; MUNICIPAL BONDS

$8,007.60

AWARD AGAINST PARTY

06/01/1995

$433.00


Disclosure 13 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

05/02/1995

94-05176

ACCOUNT RELATED-ERRORS-CHARGES; NO OTHER CONTROVERSYINVOLVED

NO OTHER TYPE OF SEC INVOLVE; OTHER TYPES OF SECURITIES

AWARD AGAINST PARTY

11/27/1995


Disclosure 14 of 17

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Allegations: ACCOUNT RELATED-OTHER; NO OTHER CONTROVERSY INVOLVED 44©2021 FINRA. All rights reserved. Report about FIDELITY DISTRIBUTORS COMPANY LLC







Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

03/14/1995

94-05429

ACCOUNT RELATED-OTHER; NO OTHER CONTROVERSY INVOLVED

COMMON STOCK; NO OTHER TYPE OF SEC INVOLVE; MUNICIPAL BONDFUNDS

$10,000.00

AWARD AGAINST PARTY

07/17/1996

$4,429.76


Disclosure 15 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

02/07/1995

95-00340

ACCOUNT RELATED-ERRORS-CHARGES; NO OTHER CONTROVERSYINVOLVED

NO OTHER TYPE OF SEC INVOLVE; OTHER TYPES OF SECURITIES

$12,003.00

AWARD AGAINST PARTY

01/31/1996

$5,384.50


Disclosure 16 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

01/27/2000

99-05236

ACCOUNT RELATED-COLLECTION; NO OTHER CONTROVERSY INVOLVED


$4,206.23

AWARD AGAINST PARTY

10/27/2000

$1,538.11


Disclosure 17 of 17

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

06/14/2000

99-05708

ACCOUNT RELATED-NEGLIGENCE; NO OTHER CONTROVERSY INVOLVED


$5,000.00

AWARD AGAINST PARTY

02/05/2001

$4,087.50









End of Report

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