Proxy Materials

PLEASE CAST YOUR VOTE NOW!

Important information to help you understand and vote on the proposal

Please read the full text of the proxy statement. We’ve provided a brief overview of the proposal to be voted upon below. Your vote is important. We appreciate you placing your trust in Fidelity and look forward to helping you achieve your financial goals.

What am I being asked to vote on?

As more fully described in the attached proxy statement, shareholders of each fund are being asked to reclassify the diversification status of the fund from diversified to non-diversified by eliminating a fundamental policy.

Approval of the proposal will be determined solely by the voting results of shareholders of each fund.

Have the funds’ Board of Trustees approved the proposal?

Yes. The Board of Trustees has carefully reviewed and approved modifying the policies for each fund. The Board of Trustees unanimously recommends that you vote in favor of reclassifying the diversification status of the fund from diversified to non-diversified by eliminating a fundamental policy by approving your fund’s proposal.

Why am I being asked to approve reclassifying the diversification status of the fund from diversified to non-diversified by eliminating a fundamental policy?

Each fund voting on Proposal 1 currently has a fundamental policy requiring the fund to operate as a diversified fund. As a result, each fund is limited in its ownership of securities of any single issuer. The diversification status forces the portfolios to be underweight the benchmark’s top holdings, meaning each fund’s portfolio manager cannot choose to equal or overweight positions relative to its benchmark. This limitation can ultimately diminish the opportunity to outperform the benchmark on a risk-return basis. Shareholder approval of this proposal would allow each fund to operate as a non-diversified fund, providing portfolio managers with additional investment flexibility. The Board, including the Independent Trustees, has approved, and recommends that shareholders approve, the proposed change to each fund’s diversification policy.

How will reclassifying the diversification status of the fund from diversified to non-diversified by eliminating a fundamental policy impact the day-to-day management of each fund?

While the proposed change to each fund’s diversification policy would provide more flexibility for the fund’s investment adviser, the investment objective and principal investment strategies will remain unchanged.

What if shareholders do not approve the proposal to reclassify the diversification status of one or more of the funds from diversified to non-diversified by eliminating a fundamental policy?

If shareholders do not approve this proposal for one or more of the funds, then those funds will retain the current fundamental diversification investment policy.

The Board of Trustees has unanimously approved the proposal and recommends that you vote to approve it.

What if there are not enough votes to reach quorum by the scheduled shareholder meeting date or if the policy modifications are not approved?

To facilitate receiving a sufficient number of votes, we may need to take further action. Broadridge Financial Solutions, Inc., a proxy solicitation firm, or Fidelity, may contact you by mail or telephone. Therefore, we encourage shareholders to vote as soon as they receive the enclosed proxy materials to avoid additional mailings or telephone calls, as well as increased expenses to the fund.

What role does the Board play?

The Trustees serve as the fund shareholders’ representatives. Members of the Board are fiduciaries and have an obligation to serve the best interests of shareholders. In addition, the Trustees review fund performance, oversee fund activities, and review contractual arrangements with companies that provide services to the funds.

General Questions on the Proxy

Who is Broadridge Financial Solutions, Inc.?

Broadridge Financial Solutions, Inc. is a third party proxy vendor that has been hired to call shareholders and record proxy votes. In order to hold a shareholder meeting, quorum must be reached. If quorum is not met, the meeting may adjourn to a future date. The campaign attempts to reach shareholders via multiple mailings to remind them to cast their vote. As the meeting approaches, phone calls may be made to clients who have not yet voted their shares so that the shareholder meeting does not have to be postponed.

Voting your shares immediately will help minimize additional solicitation expenses and prevent the need to call to you to solicit your vote.

How many votes am I entitled to cast?

As a shareholder, you are entitled to one vote for each dollar of net asset value you own of each of the funds on the record date, with fractional dollar amounts entitled to a proportional fractional vote. The record date is February 21, 2023.

How do I vote my shares?

Voting is quick and easy. Everything you need is enclosed. To cast your vote, you may:

OR

OR

If you need any assistance or have any questions regarding the proposal or how to vote your shares, please call Fidelity at the toll-free number on your proxy card or notice.

How do I sign the proxy card?

Important Notice Regarding the Availability of Proxy Materials for the Shareholder
Meeting to be held on April 19, 2023

The Letter to Shareholders, Notice of Meeting, and Proxy Statement are available at
www.proxyvote.com/proxy

FIDELITY DEVONSHIRE TRUST:ADVISOR SERIES I
Fidelity Commonwealth Trust II
FIDELITY EQUITY-INCOME FUNDHASTINGS STREET TRUST
FIDELITY Mt. Vernon Street TRUST
FIDELITY Securities Fund
FIDELITY Trend Fund

FIDELITY SECURITIES FUND:
FIDELITY BLUE CHIP GROWTH FUND
FIDELITY BLUE CHIP VALUE FUND
FIDELITY DIVIDEND GROWTH FUND

82 Devonshire245 Summer Street, Boston, Massachusetts 0210902210
1-800-544-31981-800-544-8544 (Retail funds and/or classes)
1-877-208-0098 (Advisor funds and/or classes)
1-800-835-5092 (K6 funds and/or Class K)

REVISED NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

To the Shareholders of the funds of the above trusts contained in Appendix A:

NOTICE IS HEREBY GIVEN that the adjourneda Special Meeting of Shareholders (the Meeting) of the funds contained in Appendix A (the funds) of the above-named trusts (the trusts), consisting of multiple series including the above-referenced funds (the funds), will be held on April 19, 2023, at an office of the trusts, 245 Summer Street, Boston, Massachusetts 02210 on May 14, 2008, at 10:308:00 a.m. Eastern Time (ET).

The purpose of the Meeting is to consider and act upon the following proposals,proposal and to transact such other business as may properly come before the Meeting or any adjournments thereof.

1. To elect a Board of Trustees.

2. To amend the Declaration of Trust to reduce the required quorum for future shareholder meetings.

3. For each of Fidelity Blue Chip Growth Fund, Fidelity Blue Chip Value Fund, Fidelity Dividend Growth Fund, and Fidelity Equity-Income Fund, a shareholder proposal concerning "oversight procedures to screen out investments in companies that, in the judgment of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

The Proxy Statement dated January 22, 2008, as amended by the Supplement we are delivering with this revised Notice, contains important information concerning the proposals to be considered at the Meeting. The Board of Trustees has fixed the close of business on January 22, 2008February 21, 2023, as the record date for the determination of the shareholders of each of the funds entitled to notice of, and to vote at, such Meeting and any adjournments thereof.

By order of the Board of Trustees,
ERIC D. ROITER Secretary

March 28, 2008

Your vote is important - please vote your shares promptly.

In light of public health concerns regarding COVID-19, the Meeting will be held in a virtual format only. Shareholders are invited to attend the Meeting by means of remote audio communication. You will not be able to attend the Meeting in person. To participate in the Meeting, you must register at https://viewproxy.com/fidelityfunds/broadridgevsm/. You will be required to enter your name, an email address, and the control number found on your proxy card, voting instruction form or notice you previously received. If you have lost or misplaced your control number, call Fidelity at 1-800-544-8544 (Retail funds and/or classes), 1-877-208-0098 (Advisor funds and/or classes), or 1-800-835-5092 (K6 funds and/or Class K) to verify your identity and obtain your control number. Requests for registration must be received no later than 5:00 p.m. ET on Tuesday, April 18, 2023. Once your registration is approved, you will receive an email confirming your registration with an event link and optional dial-in information to attend the Meeting. A separate email will follow containing a password to enter at the event link in order to access the Meeting. You may vote during the Meeting at www.proxyvote.com/proxy. You will need your control number to vote.

Shareholders whose shares are held by a broker, bank or other nominee must first obtain a “legal proxy” from the applicable nominee/record holder, who will then provide the shareholder with a newly-issued control number. We note that obtaining a legal proxy may take several days. Requests for registration should be received no later than 5:00 p.m. ET on April 18, 2023. Once shareholders have obtained a new control number, they must visit https://viewproxy.com/fidelityfunds/broadridgevsm/ and submit their name and newly issued control number in order to register to participate in and vote at the Meeting.

Questions from shareholders to be considered at the Meeting must be submitted to Broadridge at https://viewproxy.com/fidelityfunds/broadridgevsm/ no later than 8:00 a.m. ET on Tuesday, April 18, 2023.

Any shareholder who does not expect to virtually attend the Meeting is urged to vote using the touch-tone telephone or internet voting instructions found below or indicateby indicating voting instructions on the enclosed proxy card(s), datecard, dating and signsigning it, and returnreturning it in the envelope provided, which needs no postage if mailed in the United States. In order to avoid unnecessary expense, we ask your cooperation in responding promptly, no matter how large or small your holdings may be. If you wish to wait until the Meeting to vote your shares, you will need to follow the instructions available on the Meeting’s website during the Meeting.

INSTRUCTIONS FOR EXECUTING PROXY CARD

The following general rules for executing proxy cards may be of assistance to you and help avoid the time and expense involved in validating your vote if you fail to execute your proxy card properly.

1.Individual Accounts: Your name should be signed exactly as it appears in the registration on the proxy card.

2.Joint Accounts: Either party may sign, but the name of the party signing should conform exactly to a name shown in the registration.

3.All other accounts should show the capacity of the individual signing. This can be shown either in the form of the account registration itself or by the individual executing the proxy card. For example:

INSTRUCTIONS FOR VOTING BY TOUCH-TONE TELEPHONE
OR THROUGH THE INTERNET

1. Read the proxy statement, and have your proxy card handy.

2. Call the toll-free number or visit the web site indicated on your proxy card.

3. Enter the number found in the shaded box on the front of your proxy card.

4.

	1.	Read the proxy statement, and have your proxy card or notice handy.
	2.	Call the toll-free number or visit the web site indicated on your proxy card or notice.
	3.	Enter the number found either in the box on the front of your proxy card or on the proposal page(s) of your notice.
	4.	Follow the recorded or on-line instructions to cast your vote.

PROXY STATEMENT

SPECIAL MEETING OF SHAREHOLDERS OF
FIDELITY ADVISOR SERIES I
Fidelity Commonwealth Trust II
FIDELITY DEVONSHIRE TRUST:HASTINGS STREET TRUST
FIDELITY EQUITY-INCOME FUNDMt. Vernon Street TRUST
FIDELITY Securities Fund
FIDELITY Trend Fund

FIDELITY SECURITIES FUND:
FIDELITY BLUE CHIP GROWTH FUND
FIDELITY BLUE CHIP VALUE FUND
FIDELITY DIVIDEND GROWTH FUND

SUPPLEMENT TO THE JANUARY 22, 2008 PROXY STATEMENTBE HELD ON APRIL 19, 2023

This Supplement to the January 22, 2008 Proxy Statement (the Proxy Statement) is furnished in connection with a solicitation of proxies made by, and on behalf of, the Board of Trustees of the above-named funds (the funds), series of the above-named trusts (the trusts), to be used at the adjourned Special Meeting of Shareholders of the funds contained in Appendix A (the funds) and at any adjournments thereof (the Meeting), to be held on May 14, 2008April 19, 2023, at 10:308:00 a.m. ET at 245 Summer Street, Boston, Massachusetts 02210, an officeET. In light of public health concerns regarding COVID-19, the trustsBoard of Trustees and Fidelity Management & Research Company LLC (FMR), each fund’s investment adviser, have determined that the funds' investment adviser.Meeting will be held in a virtual format only. The Meeting will be accessible solely by means of remote audio communication. You will not be able to attend the meeting in person.

This Supplement provides information about new Proposal 3, a shareholder proposal.

We areThe purpose of the Meeting is set forth in the accompanying Notice. The solicitation is being made primarily by the mailing of this SupplementProxy Statement and the enclosedaccompanying proxy card(s) on or about March 28, 2008 to shareholders of record at the close of business on January 22, 2008. Each such shareholder will be entitled to one vote for each dollar of net asset value held on that date.February 21, 2023. Supplementary solicitations may be made by mail, telephone, telegraph, facsimile, electronic means or by personal interview by representatives of thetrusts.the trust. In addition, Broadridge Financial Services, Inc. (Broadridge) may be paid on a per-call basis to solicit shareholders by telephone on behalf of the funds. The funds may also arrange to have votes recorded by telephone. Broadridge may be paid on a per-call basis for vote-by-phone solicitations on behalf of the funds. The approximate anticipated total cost of these services is detailed in Appendix B.

This Supplement shouldIf the funds record votes by telephone or through the internet, they will use procedures designed to authenticate shareholders’ identities, to allow shareholders to authorize the voting of their shares in accordance with their instructions, and to confirm that their instructions have been properly recorded. Proxies voted by telephone or through the internet may be readrevoked at any time before they are voted.

The expenses in connection with the Proxy Statement. Except as supplemented by the information inpreparing this Supplement, all information set forth in the Proxy Statement remains accurate and shouldits enclosures and all solicitations will be consideredpaid by each fund, provided the expenses do not exceed any existing expense caps. For each fund below, FMR has contractually agreed to reimburse the fund to the extent that total operating expenses (excluding interest, fees and expenses of the Independent Trustees, and acquired fund fees and expenses, (including fees and expenses associated with a wholly owned subsidiary), if any, as well as non-operating expenses such as brokerage commissions and fees and expenses associated with the fund’s securities lending program, if applicable) as a percentage of average net assets,

exceed the rate indicated below (the Expense Cap). If at any time during the current fiscal year expenses for the fund fall below the Expense Cap, FMR reserves the right to recoup through the end of the fiscal year any expenses that were reimbursed during the current fiscal year up to, but not in casting your voteexcess of, the Expense Cap. Each arrangement will remain in effect through the date indicated below. FMR may not terminate each arrangement before the expiration date without the approval of the Board of Trustees and may extend it in its discretion after that date.

Expenses exceeding an expense cap will be paid by proxy atFMR.

The funds will reimburse brokerage firms and others for their reasonable expenses in forwarding solicitation material to the Meeting.beneficial owners of shares. The costs will be allocated on a pro rata basis to each class of a fund based on the net assets of each class relative to the total net assets of the fund.

YouThe principal business address of FMR, each fund’s investment adviser, is 245 Summer Street, Boston, Massachusetts 02210. Each fund’s sub-advisers and each sub-adviser’s principal business address are asked to executeincluded in Appendix A. The principal business address of Fidelity Distributors Company LLC (FDC), each fund’s principal underwriter and return the enclosed proxy card(s). distribution agent, is 900 Salem Street, Smithfield, Rhode Island 02917.

If the enclosed proxy is executed and returned, or an internet or telephonic vote is delivered, that vote may nevertheless be revoked at any time prior to its use by written notification received by athe trust, by the execution of a later-dated proxy, by a trust'sthe trust’s receipt of a subsequent valid internet or telephonic vote, or by attending the virtual Meeting and voting in person. If you do not return the enclosed proxy card(s) (by phone, mail, or internet), but have returned the proxy that accompanied the Proxy Statement (by phone, mail, or internet), your vote on that proxy will remain in effect, but no vote with respect to the shareholder proposal will be registered. If you elect to return the enclosed proxy (by phone, mail, or internet), it will supersede any previous proxy you have returned (by phone, mail, or internet), so please mark all proposals or your vote will be cast as recommended by the Board of Trustees.voting.

All proxies solicited by the Board of Trustees that are properly executed and received by a fund'sthe Secretary prior to the Meeting, and are not revoked, will be voted at the Meeting. Shares represented by such proxies will be voted in accordance with the instructions thereon. If no specification is made on a properly executed proxy, it will be voted FOR Proposals 1 and 2 and AGAINST Proposal 3.the matters specified on the proxy. All shares that are voted and votes to ABSTAIN will be counted towards establishing a quorum, asquorum.

With respect to fund shares held in Fidelity individual retirement accounts (including Traditional, Rollover, SEP, SARSEP, Roth and SIMPLE IRAs), the IRA Custodian will broker non-votes. (Broker non-votes arevote those shares for which it has received instructions from shareholders only in accordance with such instructions. If Fidelity IRA shareholders do not vote their shares, the beneficial owner has not voted andIRA Custodian will vote their shares for them, in the broker holding the shares does notsame proportion as other Fidelity IRA shareholders have discretionary authorityvoted.

One-third of each fund’s outstanding voting securities entitled to vote onconstitutes a quorum for the particular proposal(s).)

transaction of business at the Meeting. If a quorum is not present at athe Meeting, or if a quorum is present at athe Meeting but sufficient votes to approve any proposalthe proposed item are not received, or if other matters arise requiring shareholder attention, the persons named as proxy agents may propose one or more adjournments of the Meeting to permit further solicitation of proxies. Any such adjournment will require the affirmative vote of a majority of those shares present at the Meeting or represented by proxy. When voting on a proposed adjournment, the persons named as proxy agents will vote FOR the proposed adjournment all shares that they are entitled to vote with respect to eachthe item, unless directed to vote AGAINST anthe item, in which case such shares will be voted AGAINST the proposed adjournment with respect to that item. However, if sufficient votes to achieve quorum on Proposal 3 have not been received, the persons named as proxy agents may vote in favor of a proposed adjournment with respect to that item. A shareholder vote may be taken on one or more of the itemsitem in thethis Proxy Statement as supplemented by this Supplement, prior to such adjournment if sufficient votes have been received and it is otherwise appropriate.

Shares of each fund and class, as applicable, issued and outstanding as of November 30, 2022, are indicated in Appendix C.

[As of November 30, 2022, the Trustees, Members of the Advisory Board (if any) and officers of each trust owned, in the aggregate, less than 1% of each fund’s and class’s, as applicable, outstanding shares.]

[To the knowledge of each trust, no shareholder owned of record or beneficially more than 5% of the outstanding shares of each fund and class, as applicable, on that date.] [Information regarding record and/or beneficial ownership of each fund and class, as applicable, is included in Appendix D.]

FMR has advised the trustseach trust that certain shares are registered to FMR or an FMR affiliate. To the extent that FMR and/or ananother entity or entities of which FMR affiliateLLC is the ultimate parent has discretion to vote, these shares will be voted at the Meeting FOR Proposals 1 and 2 and AGAINST Proposal 3.the proposal. Otherwise, these shares will be voted in accordance with the plan or agreement governing the shares. Although the terms of the plans and agreements vary, generally the shares must be voted either (i) in accordance with instructions received from shareholders or (ii) in accordance with instructions received from shareholders and, for shareholders who do not vote, in the same proportion as certain other shareholders have voted.

Shareholders of record at the close of business on February 21, 2023, will be entitled to vote at the Meeting. Each such shareholder will be entitled to one vote for each dollar of net asset value held on that date, with fractional dollar amounts entitled to a proportional fractional vote.

For a free copy of each fund’s annual and/or semiannual reports, call 1-800-544-8544 (Retail funds and/or classes), 1-877-208-0098 (Advisor funds and/or classes), or 1-800-835-5092 (K6 funds and/or Class K); or visit Fidelity’s web site at www.fidelity.com, institutional.fidelity.com, or www.401k.com, respectively; or write to FDC at 900 Salem Street, Smithfield, Rhode Island 02917.

VOTE REQUIRED: Approval of Proposal 21 requires the affirmative vote of a majority“majority of sharesthe outstanding voting securities” of an entire trust voted in person or by proxy at the meeting, andappropriate fund. Under the Investment Company Act of 1940 (1940 Act), the vote of a plurality“majority of such shares is sufficient to elect trustees pursuant to Proposal 1. Approval of Proposal 3 requiresthe

outstanding voting securities” means the affirmative vote of a majoritythe lesser of (a) 67% or more of the sharesvoting securities present at the Meeting or represented by proxy if the holders of more than 50% of the applicable fund voted in personoutstanding voting securities are present or represented by proxy ator (b) more than 50% of the Meeting.outstanding voting securities. With respect to Proposals 2 and 3,Proposal 1, votes to ABSTAIN and broker non-votes will have the same effect as votes cast AGAINST Proposal 1.

PROPOSAL 1

FOR EACH FUND, TO RECLASSIFY THE DIVERSIFICATION STATUS OF THE FUND FROM DIVERSIFIED TO NON-DIVERSIFIED BY ELIMINATING A FUNDAMENTAL POLICY

Shareholders are being asked to review and consider reclassifying the Proposal. Withdiversification status of each of the funds from diversified to non-diversified by eliminating the fundamental policy below.

Each fund’s current fundamental diversification limitation is as follows:

The fund may not with respect to Proposal75% of the fund’s total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities, or securities of other investment companies) if, as a result, (a) more than 5% of the fund’s total assets would be invested in the securities of that issuer, or (b) the fund would hold more than 10% of the outstanding voting securities of that issuer.

Because the above investment policy is fundamental, it cannot be changed or eliminated without shareholder approval. The Trustees, including all of the Independent Trustees, recommend that shareholders vote to eliminate the above limitation for each fund.

Section 5(b)(1) of the 1940 Act requires funds to be classified as either diversified or non-diversified, and a fund’s status as diversified is considered a fundamental policy. Diversified funds are subject to the above restrictions and non-diversified funds are not. As a result, a non-diversified fund has increased flexibility to invest a greater percentage of its assets in the securities of fewer issuers. As a result, changes in the market value of a single investment could cause greater fluctuations in share price than would occur in a more diversified fund.

Under the 1940 Act, a non-diversified fund is permitted to operate as a diversified fund, but a diversified fund cannot become non-diversified unless shareholders approve the change.

The primary benchmark of each of the funds is outlined in the table below:

The funds’ portfolio managers evaluate and consider all of the holdings in each fund’s respective benchmark index as potential investment opportunities. Over the past several years, certain stocks contained in the Russell 1000 Growth Index and/or the Russell 3000 Growth Index have experienced an increase in their market capitalizations. Some of the largest increases have been observed in what are generally considered to be technology stocks. As a result, large-cap growth indices and other indices with higher weightings to technology stocks have become much more concentrated at the individual stock level. This level of index concentration coupled with the limitations placed on diversified funds can, at times, constrain a portfolio manager’s ability to fully achieve target exposures to individual securities.

Although increased levels of concentration have fluctuated in both of these indices in the past, this market concentration may persist.

Due to the 1940 Act diversification requirement, the funds must underweight at least some of these holdings relative to their weights in the respective indices even if the portfolio managers find them to be attractive investment opportunities. The diversification status forces the portfolios to be underweight the benchmark’s top holdings, meaning each fund’s portfolio manager cannot choose to equal or overweight positions relative to its benchmark. This limitation can ultimately diminish the opportunity to outperform the benchmark on a risk-return basis. The investment adviser believes reclassifying each fund as non-diversified is in the best interests of each fund and its shareholders because the non-diversified status will provide portfolio managers with additional investment flexibility.

If shareholders do not approve this proposal for one or more of the funds, then those funds will retain the current fundamental diversification investment policy.

Even if the proposal is approved, each fund would continue to remain subject to diversification tests under Subchapter M of the Internal Revenue Code that apply to regulated investment companies. To qualify, among other requirements, each fund must limit its investment so that, at the close of each quarter of the taxable year, (1) not more than 25% of the fund’s total assets will be invested in the securities of a single issuer, and (2)

with respect to 50% of its total assets, not more than 5% will be invested in the securities of a single issuer and the fund will not own more than 10% of the outstanding voting securities of a single issuer.

Conclusion. The Board of Trustees has concluded that the proposal will benefit each fund and its shareholders. The Trustees recommend voting FOR the proposal. If the proposal is approved by shareholders for one or more of the funds, the proposed change will take effect on or about May 1, votes2023, or on the first day of the month following shareholder approval if the meeting is adjourned for those funds. If shareholders do not approve this proposal for one or more of the funds, then those funds will retain the current fundamental diversification investment policy.

OTHER BUSINESS

The Board knows of no other business to ABSTAIN and broker non-votesbe brought before the Meeting. However, if any other matters properly come before the Meeting, it is the intention that proxies that do not contain specific instructions to the contrary will have no effect.be voted on such matters in accordance with the judgment of the persons therein designated.

Please referSUBMISSION OF CERTAIN SHAREHOLDER PROPOSALS

The trust does not hold annual shareholder meetings. Shareholders wishing to thesubmit proposals for inclusion in a proxy statement for a discussion of Proposals 1 and 2 and other important information about the Meeting. Proposal 3 is discussed below.

PROPOSAL 3

3. SHAREHOLDER PROPOSAL CONCERNING "OVERSIGHT PROCEDURES TO SCREEN OUT INVESTMENTS IN COMPANIES THAT, IN THE JUDGMENT OF THE BOARD, SUBSTANTIALLY CONTRIBUTE TO GENOCIDE, PATTERNS OF EXTRAORDINARY AND EGREGIOUS VIOLATIONS OF HUMAN RIGHTS, OR CRIMES AGAINST HUMANITY."

Certain shareholders of Fidelity Blue Chip Growth Fund, Fidelity Blue Chip Value Fund, Fidelity Dividend Growth Fund, and Fidelity Equity-Income Fund (for purposes of Proposal 3, each a "Fund") have advised the Funds that they intend to present the followingsubsequent shareholder proposal at the Meeting. For the reasons set forth after the proposal, the Board of Trustees recommends a vote "AGAINST" the proposal. No Fund is responsible for the contents of the proposal or the supporting statements. A Fund will provide the names, addresses, and shareholdings (to the Fund's knowledge) of the proponents of a shareholder proposal uponmeeting should send their written request sentproposals to the Secretary of the Fund,funds, attention "Fund“Fund Shareholder Meetings," 82 Devonshire” [245 Summer Street, Mailzone V10A, Boston, Massachusetts 02109, or by calling 1-617-563-9021 (this is an automated phone line set up02210.] Proposals must be received a reasonable time before a fund begins to handle these requests only; if you have any questions regarding howprint and send its proxy materials to vote your shares please call 1-800-544-3198).

WHEREAS:

Fidelity portfolio managers make their investment decisions based on business and financial considerations, and seem to ignore other issues unless they conflict with legal standards. Evenbe considered for inclusion in the faceproxy materials for the meeting. Timely submission of the most egregious violations of human rights, apparently no ethical guidelines regulate Fidelity portfolio manager's investment choices.

As of August 2007, Fidelity was one of the world's largest holders of PetroChina shares. We believe PetroChina's closely related parent, the China National Petroleum Company, is providing funding the Government of Sudan's military needs to conduct genocide in Darfur.

Thus, ordinary individuals, through their investments in Fidelity, inadvertently invest in companies funding genocide. Since no policy prevents these investments, holdings in these problem companies may increase or involve new offerings in the future.

In a 2007 study by KRC Research, 71% of respondents said companies should take extreme cases of human rights abuses such as genocide into account rather than base investment decisions solely on economic criteria.

In our opinion Fidelity has become a symbol of investor irresponsibility by refusing to consider even extreme ethical issues when making investment decisions. Its damaged reputation can impact employee morale, increase its cost to acquire customers, reduce the shareholder base for distributing expenses, and diminish the value of shareholder investments.

There is no compelling reason to invest in companies that fund genocide. There are ample alternative opportunities for investment and the firm's returns are more impacted by overall asset allocation, sector, and style choices than the individual companies selected.

Repeated attempts to engage Fidelity on this issue have not resulted in policy changes or recognized standards of ethical responsibility.

Stock divestment has proven effective at modifying policies of foreign governments. For example, the campaign against Talisman Energy contributed to the January 2005 Comprehensive Peace Agreement between Khartoum and South Sudan.

RESOLVED:

In order to ensure that Fidelity is an ethically managed company that respects the spirit of international law and is a responsible member of society, shareholders request that the Board institute oversight procedures to screen out investments in companies that, in the judgment of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity.

DISCUSSION:

This resolution requests procedures to avoid future investments in companies complicit in genocide. Funds with existing investments in problem companies have two acceptable options. If the holding is substantial enough that the fund can effectively influence the problem company's management and the company is receptive to engagement then this may be appropriate, if the holding is relatively small or the problem companyproposal does not, respond adequately to engagement efforts, then shares should be sold.

Statement of Opposition

The Fidelity Funds Board of Trustees recommends that you vote "AGAINST" this proposal.

Fidelity, as investment adviser tohowever, necessarily mean the Fund, seeks to achieve the best investment results for the Fund consistent with the stated investment policies of the Fund. In doing so, Fidelity is obligated to limit the Fund's investments to holdings that are lawful under the laws of the United States. The Fidelity Funds Board of Trustees has procedures in place to review Fidelity's performance as investment adviser to the Fund, including the Fund's compliance with all applicable laws.

United States law prohibits investments in companies owned or controlled by the government of Sudan. FMR is committed to complying fully with these investment sanctions and any additional investment sanctions that the United States government might enact with respect to companies doing business in Sudan or any other country.

The Fidelity Funds Board of Trustees recognizes and respects that investors, including those investing in this Fund, have other investment opportunities open to them should they wish to avoid investments in certain companies or countries. Shareholders of the Fund, however, have chosen to invest in this Fund based on its specific stated investment policies. If adopted, this proposal would limit investments by the Fund that would be lawful under the laws of the United States. For this reason, the Board of Trustees recommends that you vote "AGAINST" this proposal.

OTHER INFORMATION

If you do not return the enclosed proxy card(s) (by phone, mail, or internet), but have returned the proxy that accompanied the Proxy Statement (by phone, mail, or internet), your vote on that proxy will remain in effect, but no vote with respect to Proposal 3, i.e., the shareholder proposal will be registered. If you electincluded. With respect to return the enclosed proxy (by phone, mail, or internet), it will supersede any previous proxy you have returned (by phone, mail, or internet), so please markallproposals or your vote will be cast as recommended by the Board of Trustees

Please refer to the Proxy Statement, which was previously sent to you, for important information about the Meeting. If you have any questions before you vote please call Fidelitysubmitted on an untimely basis and presented at 1-800-544-3198.

Fidelity is a registered trademark of FMR LLC.

Front of Buckslip

Back of Buckslip

Form of email to be sent to a shareholder that has consented to receivemeeting, persons named as proxy solicitations electronicallyagents will vote in their discretion.

You have elected to receive Proxy Materials viaNOTICE TO BANKS, BROKER-DEALERS AND
VOTING TRUSTEES AND THEIR NOMINEES

Please advise the Internet. This email notification contains information relating to Proxy Materials that are available for the Fidelity fund(s) that are maintainedtrust, in your account and that are identified below. Please read these instructions carefully before proceeding.

NOTICE OF AVAILABILITY OF IMPORTANT PROXY MATERIALS:

Proxy Materials are available for the following shareholders' meeting.

[Insert Trust Name] Special Meetingcare of Shareholders

Meeting date: [Month]/[Date]/[Year]

[If the original meeting has been adjourned to a new date the email will include:Adjourned Meeting Date: [Month]/[Date]/[Year]

For shareholders as of: [Month]/[Date]/[Year]

You can access these Proxy Materials at the following Web addresses:

LETTER TO SHAREHOLDERS: http://www.XXXXXXXXXX

NOTICE OF MEETING and PROXY STATEMENT: http://www.XXXXXXXXXX

If your email software supports it, you can simply click on the above links. If not, you can type (or copy and paste) the Web addresses into the address line of your Web browser.

HOW TO VOTE:

Because electronic Proxy Materials do not include a proxy card that you can mail in, you will need to cast your vote through the Internet or by touchtone telephone. Either way, you will need the CONTROL number(s) below.

TRUST NAME: FUND NAME - _________________________

CONTROL NUMBER: XXXXX

(use this number to cast your vote)

[TRUST NAME: FUND NAME - _________________________]

[CONTROL NUMBER: XXXXX]

(use this number to cast your vote)]

To vote through the Internet, visithttp://www.proxyweb.com/eproxy and follow the on-line instructions.

To vote by touchtone telephone, call 1-888-221-0697 and follow the recorded instructions.

ADDITIONAL INFORMATION:

To access the electronic Proxy Materials, you may need Adobe Acrobat Reader software. This software is available for download at no cost athttp://www.adobe.com. Downloading time may be slow.

If you are invested in a Fidelity fund and have technical questions about viewing, saving, or printing your Proxy Materials, please call 1-800-544-6666 and press "0" to speak to a Fidelity Representative. Operating hours are Monday through Friday 8:00 am to 12:00 am ET, and Saturday 8:00 am to 6:30 pm ET.

If you are invested in a Fidelity Advisor Fund and have technical questions about viewing, saving, or printing your Proxy Materials, please call 1-877-208-0098. Operating hours are Monday through Friday 8:30 am to 7:00 pm ET.

To request a paper copy of Proxy Materials relating to a Fidelity fund, please contact Fidelity at the toll-free telephone number listed in the electronic Proxy Materials.

To update your enrollment information or cancel your enrollment, please go to:http://www.investordelivery.com/proxy, enter your enrollment number and PIN, and follow the on-line instructions for updating or canceling your enrollment.

National Financial Services LLC

Fidelity Investments Institutional Operations Company, Inc., 245 Summer Street, Boston, Massachusetts 02210, whether other persons are beneficial owners of shares for which proxies are being solicited and, if so, the number of copies of the Proxy Statement and Annual Reports you wish to receive in order to supply copies to the beneficial owners of the respective shares.

appendix A

BuckslipList of trusts and funds, and each fund’s sub-advisers and each sub-adviser’s principal business address are listed below.

Estimated aggregate costs for services to be sent to a shareholder that has consentedprovided by Broadridge to receive proxy solicitations electronically but in attemptingvotes over the phone and to deliver an email failure occurred:call and solicit votes are stated below.

appendix C

We were unable to notify you electronicallyInformation regarding the number of shares of each fund and class, as applicable, issued and outstanding as of November 30, 2022, is provided below.

[appendix D

As of November 30, 2022, the following owned of record and/or beneficially 5% or more of the availability of important Proxy Materials for a outstanding shares:]

Fidelity, fund maintained in your account. We attempted to send the notice to your e-mail address, as reflected on our records. That e-mail address appears to be invalid.

To correct your e-mail address, please visithttp://www.investordelivery.com/proxy and follow the on-line instructions. To do this, you will need your Enrollment Number and PIN.

If you do not remember your Enrollment Number or PIN, please visithttp://www.proxyweb.com/proxy and follow the on-line instructions for enrolling for electronic delivery of Proxy Materials. To do this, you will need your Control Number from the enclosed proxy card.

Because we were unable to send the notice to you electronically, we are sending this notice and the related Proxy Materials (enclosed) to you in paper form. You will continue to receive Proxy Materials in paper form until you provide us with a valid e-mail address by one of the methods described above. You will start receiving electronic Proxy Materials again once you have provided us with a valid e-mail address.

Please read the enclosed Proxy Materials and vote your shares promptly. Your vote is extremely important, no matter how large or small your holdings may be.

FORM OF

Fidelity Investments 2008 Updated IVR Script& Pyramid Design, and Fidelity Advisor are registered service marks of FMR LLC. ©2022 FMR LLC. All rights reserved.

800-690-6903The third party marks appearing above are the marks of their respective owners.

Generic Greeting:  Consolidated Proxy Card
"Thank you for calling the Automated Proxy Voting Service"
Shareholder Hears:
"You must be calling from a touchtone telephone in orderThis form is your EzVote Consolidated Proxy. It reflects all of your accounts registered to usethe same Social Security or Tax I.D. number at this systemaddress. By voting and already have readsigning the proxy statement and made your voting decisions" "Press 1 ifConsolidated Proxy Card, you are calling from a touch tone phone and have your proxy form in frontvoting all of you."
Shareholder presses "1" and hears:
"Lets Begin" ** If shareholder does not press anything, they will hear: "Please call back when you have your proxy form. Thank you for calling. Goodbye."
Enter Control Number Script - Shareholder hears:
"Please enter the 12-digit control number, which is labeled as such, or located in the box indicated by the arrow on your Vote Instruction Form, followed by the pound sign"
Shareholder Enters Control number...
Valid Control Number: (See voting scripts, below) Invalid: "Control number is invalid." Invalid <3x: "Sorry, since your entry of the control number was invalid, we are not able to process your transaction at this time. You will be able to access the system in 24 hours" Valid control number, but Shareholder has already voted: "A vote has already been recorded for this control number. If you want to change your vote, press "1", if you do not want to change your vote press "2".(See voting scripts, below). Valid control number, but Shareholder has just voted a proxy with the same proposals: "The directors and/or proposals for this control number are the same as your last proxy. If you would like to vote this control numberthese accounts in the same manner as indicated on the prior control number, press 1. If you would like to vote this control number differently, press 2.bottom of the form.
Voting:
"If you would like to vote as The Board Recommends press 1, to vote on directors and proposals individually press 2.
Shareholder presses:	Shareholder hears:
1	"Let me confirm. You have elected to vote as the board recommends." And Goes to Log Vote Script.
2	Shareholder goes to Nominee and/or Proposal Voting.
Nominee Vote Script: (vote for individual issues)
"If you wish to vote for all nominees press 1. To withhold all nominees, press 2 To withhold specific nominees, press 3."
Shareholder presses:	Shareholder hears:
1	"Proposal Voting." Goes to Proposal Voting Script
2	"Proposal Voting." Goes to Proposal Voting Script
3	"To withhold a nominee, enter the 2 digit number that is in front of the name of the nominee you wish to withhold. If you are finished, enter 00" After each election, "OK" is heard. ´00' goes to Proposal Vote Script. (Continued and confirmed for each nominee(s)) See Confirm Options, Below.
Proposal Vote Script:
Shareholder hears:
"There are <nProposals> to vote on. After you cast all your votes, you will have a chance to review them". Before each proposal the Shareholder will hear "We are ready to accept your proposal for proposal <n>." The selections are: For/Against/Abstain For/Against For/Abstain For/Withhold For/Against/Withhold
For/Against/Abstain Script:
"If you are voting for this proposal, press 1. If you are voting against this proposal press 2, If you wish to abstain press 3." **Based on the shareholder's selection, the prompt will confirm their choice.
For/Against Script:
"If you are voting for this proposal, press 1. If you are voting against this proposal press 2." **Based on the shareholder's selection, the prompt will confirm their choice. See Confirm Options, Below.
For/Abstain Script:
"If you are voting for this proposal, press 1. If you wish to abstain press 2." **Based on the shareholder's selection, the prompt will confirm their choice. See Confirm Options, Below.
For/Withhold Script:
"If you are voting for this proposal, press 1. If you wish to withhold press 2." **Based on the shareholder's selection, the prompt will confirm their choice. See Confirm Options, Below.
For/Against/Withhold Script:
"If you are voting for this proposal, press 1. If you are voting against this proposal press 2, If you wish to withhold press 3." **Based on the shareholder's selection, the prompt will confirm their choice).See Confirm Options, Below.
Completed Proposal Voting:
"You have completed Proposal Voting" This text will be heard following the final proposal on the ballot.
Confirm Options:
"Let me confirm"
Nominee Confirmation: Proposal Confirmation:		1. You have voted for all nominees 2. You have voted to withhold all nominees 3. You have voted to withhold specific nominees. You have voted to withhold nominee ## ... "You have voted For/Against Proposal ##."

Vote Logged	Script:
Vote is sent to mainframe			"If these elections are correct, press 1. To vote again, press 2. To hear your vote again, press 3."this proxy card TODAY! Your prompt response will save the expense of additional mailings. If shareholder presses 1: "One moment, while I log your ballot. A vote has been recorded for control number <controlNumber>." Shareholder then goes to Vote Another Script. If shareholder presses 2 they are directed to the Enter Control Number Script.
	Vote Another?:		Script: by Internet, Touch-Tone Telephone, or Mail!
Shareholder wants to/does not want to vote on another proposal.	"If this concludes your business press 1, if you would like to vote for another proxy election press 2." If shareholder presses 1: "All of your votes have been recorded by the telephone proxy voting service. Do not mail in your proxy card. Keep it as a record of your vote. Thank you for calling. This concludes your transaction. Goodbye." If shareholder presses 2: See appropriate proxy voting dialog scripts, above.
Error Messages:	LOG-ON:	Vote on the Internet at www.proxyvote.com/proxy and follow the on-screen instructions.
Auto Proxy Unavailable Error:	"We are sorry. The automated Proxy voting system is unavailable at this time. Please try your call again later."
	CALL:	To vote by phone call toll-free 1-877-296-4941 and follow the recorded instructions.
	MAIL:	Return the signed proxy card in the enclosed envelope.
	IF VOTING THE CONSOLIDATED PROXY CARD DO NOT SIGN, DATE OR RETURN THE INDIVIDUAL BALLOTS

FORM OF

SCREEN SCRIPT FOR REGISTERED SHAREHOLDER INTERNET VOTING

FIDELITY INVESTMENTS

[Upon login to www.proxyweb.com/proxy shareholder sees Screen 1]

SCREEN 1

Text 1 - (centered)

Internet Proxy Voting Service

Input A

Please Enter Control Number from Your ProxyCard:

Input B

Check here [ ] to vote all proposals as the Board recommends,
then click the VOTE button below.
-OR-

Input C

To vote each proposal separately, click the VOTE button only.
[VOTE]

Input D

To enroll for electronic delivery, without voting your proxy, please enter your control number above andclick here

Input E

Note: Electronic Proxy Materials may not be available for all of your securities and accounts.

Graphic I - Example Proxy Card (left justified)

Text 2 - (right justified)

[proxyweb.com/proxy]/[proxyvote.com/proxy] is a service of:
Broadridge Financial Solutions, Inc.

Full service proxy specialists

This site is best viewed using

Netscape version 4.7 or Internet Explorer versions 5.0 or higher

and using a display resolution of 800 X 600.

Graphic II - (right justified)

[Upon input of control number and selection of input B or input C shareholder is directed to Voting Ballot (Screen 2) ]

SCREEN 2

Text 1 - (centered)

Internet Proxy Voting Service
Proxy Voting Form
Fidelity Investments
[Trust Name: Fund Name]

Text 2 - (centered)

THE BOARD OF TRUSTEES RECOMMENDS A VOTEFOR [EACH OF] THE FOLLOWING:

Input A - (left justified)

PROXY SOLICITED BY THE TRUSTEES

The undersigned, revoking previous proxies, hereby appoint(s) Robert A. Lawrence, Donald F. Donahue, and William C. Coffey, or any one or more of them, attorneys, with full power of substitution, to vote shareholderall shares of the fund as indicated on this proxy card which the undersigned is directedentitled to Confirmation Screen (Screen 3)]vote at the Special Meeting of Shareholders of the fund to be held virtually on April 19, 2023 at 8:00 a.m. Eastern Time and at any adjournments thereof. All powers may be exercised by a majority of said proxy holders or substitutes voting or acting or, if only one votes and acts, then by that one. This Proxy shall be voted on the proposal described in the Proxy Statement as specified on the reverse side. Receipt of the Notice of the Meeting and the accompanying Proxy Statement is hereby acknowledged.

SCREEN 3

Text 1 - (centered)D94231-TBD

Thank you! Your vote has been submitted.

Text 2 - (centered)

THE BOARD OF TRUSTEES RECOMMENDS A VOTEFOR [EACH OF] THE FOLLOWING:

Text 3 - (left justified)

Proposal 1.	[Title of proposal to be inserted]
[FOR][AGAINST][ABSTAIN]Vote this proxy card TODAY! Your prompt response will save the expense of additional mailings.
Proposal 2.	[Title of proposal to be inserted]Vote by Internet, Touch-Tone Telephone, or Mail!		[FOR][AGAINST][ABSTAIN]
Proposal 3.	[Title of proposal to be inserted]	[FOR all nominees][WITHHOLD AUTHORITY to vote for all nominees] [FOR all nominees (Except as indicated)]
Proposal 4.	[Title of proposal to be inserted] LOG-ON:	[FOR][AGAINST][ABSTAIN] Vote on the Internet at www.proxyvote.com/proxy and follow the on-screen instructions.
Proposal 5.	[Title of proposal to be inserted]	[FOR][AGAINST][ABSTAIN]
	CALL:	To vote by phone call toll-free 1-877-296-4941 and follow the recorded instructions.
	MAIL:	Return the signed proxy card in the enclosed envelope.

Text 4 - (centered)

Please refer