Fidelity Phillips Street Trust NCSR Certified annual shareholder report (management investment company)

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NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.

Investment Summary/Performance November 30, 2023 (Unaudited)

Current 7-Day Yields

Fidelity® Government Cash Reserves	4.99%

Yield refers to the income paid by the Fund over a given period. Yield for money market funds is usually for seven-day periods, as it is here, though it is expressed as an annual percentage rate. Past performance is no guarantee of future results. Yield will vary and it's possible to lose money investing in the Fund.

Effective Maturity Diversification (% of Fund's Investments)
Days
1 - 7	58.9
8 - 30	15.1
31 - 60	11.2
61 - 90	7.1
91 - 180	6.3
> 180	1.4
Effective maturity is determined in accordance with the requirements of Rule 2a-7 under the Investment Company Act of 1940.

Asset Allocation (% of Fund's net assets)

Net Other Assets (Liabilities) - (1.2)%

Schedule of Investments November 30, 2023

Showing Percentage of Net Assets

U.S. Treasury Debt - 33.8%
	Yield (%)(a)	Principal Amount (b) (000s)	Value ($) (000s)
U.S. Treasury Obligations - 33.8%
U.S. Treasury Bills
12/5/23 to 5/30/24	5.31 to 5.46	72,780,900	72,331,350
U.S. Treasury Notes
1/31/24 to 10/31/24 (c)	5.28 to 5.49	4,844,986	4,835,148

TOTAL U.S. TREASURY DEBT (Cost $77,166,498)			77,166,498

U.S. Government Agency Debt - 23.2%
	Yield (%)(a)	Principal Amount (b) (000s)	Value ($) (000s)
Federal Agencies - 23.2%
Federal Farm Credit Bank
1/23/24 to 11/28/25 (c)	5.35 to 5.51	7,930,997	7,930,498
12/1/25 (c)(d)	5.49	80,000	80,000
Federal Home Loan Bank
12/1/23 to 10/20/25 (c)	5.00 to 5.54	44,083,280	44,038,412
Freddie Mac
6/12/24	5.35	968,000	968,000

TOTAL U.S. GOVERNMENT AGENCY DEBT (Cost $53,016,910)			53,016,910

U.S. Government Agency Repurchase Agreement - 19.7%
	Maturity Amount ($) (000s)	Value ($) (000s)
In a joint trading account at:
5.31% dated 11/30/23 due 12/1/23 (Collateralized by U.S. Government Obligations) #	25,005	25,001
5.32% dated 11/30/23 due 12/1/23 (Collateralized by U.S. Government Obligations) #	16,026,937	16,024,570
With:
ABN AMRO Bank NV at 5.31%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Government Obligations valued at $454,987,101, 2.00% - 6.50%, 12/1/26 - 8/1/53)	446,066	446,000
BMO Harris Bank NA at:
5.32%, dated 11/2/23 due 12/6/23 (Collateralized by U.S. Government Obligations valued at $186,435,571, 3.00% - 5.00%, 3/20/41 - 11/20/49)	182,914	182,000
5.33%, dated:
11/2/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $123,949,918, 3.00% - 6.00%, 4/20/52 - 10/20/53)	121,752	121,000
11/30/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $122,418,123, 3.00%, 4/20/52)	120,586	120,000
BNP Paribas, SA at:
5.35%, dated:
10/25/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $247,321,622, 0.00% - 7.00%, 12/31/23 - 11/1/53)	242,791	241,000
11/2/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $3,249,729,982, 0.00% - 7.50%, 12/31/23 - 11/1/53)	3,181,736	3,162,000
5.36%, dated:
8/1/23 due 12/1/23 (Collateralized by U.S. Government Obligations valued at $258,794,656, 0.00% - 7.50%, 12/31/23 - 11/1/53) (c)(d)(e)	253,523	249,000
8/4/23 due 12/4/23 (Collateralized by U.S. Treasury Obligations valued at $256,926,314, 0.00% - 7.00%, 2/27/24 - 11/1/53) (c)(d)(e)	251,487	247,000
8/23/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $254,502,375, 0.00% - 6.50%, 1/31/24 - 11/1/53) (c)(d)(e)	249,377	245,000
5.38%, dated:
9/5/23 due 12/5/23 (Collateralized by U.S. Treasury Obligations valued at $654,931,550, 0.00% - 7.50%, 1/31/24 - 11/1/53) (c)(d)(e)	640,595	632,000
9/13/23 due 12/13/23 (Collateralized by U.S. Treasury Obligations valued at $647,892,069, 0.00% - 7.00%, 1/9/24 - 11/1/53) (c)(d)(e)	634,505	626,000
9/18/23 due 12/18/23 (Collateralized by U.S. Treasury Obligations valued at $325,967,634, 0.00% - 7.50%, 4/30/24 - 11/1/53) (c)(d)(e)	318,266	314,000
9/21/23 due 12/20/23 (Collateralized by U.S. Government Obligations valued at $1,302,683,953, 0.00% - 7.00%, 7/1/24 - 11/1/53) (c)(d)(e)	1,277,945	1,261,000
5.39%, dated:
8/1/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $334,489,606, 0.00% - 7.84%, 3/15/24 - 11/1/53) (c)(d)(e)	327,882	322,000
8/4/23 due 12/4/23 (Collateralized by U.S. Treasury Obligations valued at $332,633,590, 0.00% - 7.50%, 1/31/24 - 11/1/53) (c)(d)(e)	324,827	319,000
8/23/23 due 12/21/23 (Collateralized by U.S. Treasury Obligations valued at $329,295,445, 0.00% - 7.00%, 1/31/24 - 11/1/53) (c)(d)(e)	322,695	317,000
5.4%, dated:
11/16/23 due 2/16/24 (Collateralized by U.S. Treasury Obligations valued at $325,009,887, 0.00% - 6.50%, 1/31/24 - 2/15/53)	321,375	317,000
11/17/23 due 2/20/24 (Collateralized by U.S. Treasury Obligations valued at $326,011,291, 0.00% - 5.55%, 1/31/24 - 6/1/52)	322,532	318,000
11/30/23 due 2/29/24 (Collateralized by U.S. Treasury Obligations valued at $480,492,791, 0.00% - 4.63%, 2/28/25 - 5/15/29)	477,429	471,000
BNY Mellon Capital Markets Corp. at 5.35%, dated 11/2/23 due 12/14/23 (Collateralized by U.S. Treasury Obligations valued at $435,424,064, 0.00% - 6.50%, 12/4/23 - 11/20/53)	427,653	425,000
BofA Securities, Inc. at:
5.33%, dated 11/30/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $883,450,781, 1.50% - 8.00%, 1/1/26 - 11/20/53)	870,231	866,000
5.35%, dated 11/27/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $123,493,367, 2.50% - 6.00%, 5/20/28 - 7/1/53)	122,187	121,000
5.37%, dated 9/27/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $123,587,791, 1.50% - 7.50%, 12/1/28 - 3/20/63) (c)(d)(e)	122,166	120,000
5.39%, dated:
9/28/23 due 1/25/24 (Collateralized by U.S. Government Obligations valued at $161,675,833, 1.50% - 6.50%, 11/1/28 - 11/1/53) (c)(d)(e)	159,797	157,000
10/18/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $80,084,125, 3.00% - 8.00%, 10/15/28 - 11/1/53)	78,712	78,000
10/31/23 due 2/1/24 (Collateralized by U.S. Government Obligations valued at $160,884,563, 2.00% - 6.50%, 4/1/26 - 9/20/63) (c)(d)(e)	159,186	157,000
CIBC Bank U.S.A. at:
5.33%, dated 11/13/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $247,497,829, 2.14% - 6.00%, 3/1/29 - 10/1/53)	243,075	242,000
5.36%, dated 11/20/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $112,383,759, 2.00% - 6.50%, 4/1/28 - 10/1/53)	111,032	110,000
5.41%, dated 11/20/23 due 1/22/24 (Collateralized by U.S. Government Obligations valued at $16,346,978, 3.00%, 5/1/47 - 3/1/52)	16,151	16,000
Citibank NA at 5.31%, dated 11/30/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $368,274,313, 2.50% - 6.50%, 9/1/33 - 11/1/53)	361,373	361,000
Citigroup Global Capital Markets, Inc. at:
5.31%, dated 11/30/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $552,921,549, 0.50% - 4.38%, 10/31/27 - 11/30/28)	542,560	542,000
5.33%, dated 11/27/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $368,438,125, 1.50% - 5.00%, 8/15/25 - 12/1/51)	362,924	361,000
FICC State Street GC (Gov. Repo) at 5.31%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Government Obligations valued at $492,650,056, 0.00% - 6.00%, 2/22/24 - 9/1/57)	482,071	482,000
Goldman Sachs & Co. at:
5.31%, dated:
11/24/23 due 12/1/23
(Collateralized by U.S. Treasury Obligations valued at $863,810,966, 1.50% - 6.51%, 8/15/25 - 10/15/64)	846,873	846,000
(Collateralized by U.S. Treasury Obligations valued at $494,189,726, 1.13% - 6.50%, 1/15/25 - 11/15/57)	484,500	484,000
11/27/23 due 12/4/23 (Collateralized by U.S. Treasury Obligations valued at $988,963,145, 0.38% - 6.00%, 11/30/25 - 12/20/52)	970,000	969,000
11/28/23 due 12/5/23 (Collateralized by U.S. Treasury Obligations valued at $1,599,047,267, 1.50% - 4.63%, 9/30/28 - 10/20/52)	1,568,618	1,567,000
11/29/23 due 12/6/23 (Collateralized by U.S. Treasury Obligations valued at $2,210,992,051, 0.88% - 7.00%, 9/30/26 - 6/15/64)	2,169,237	2,167,000
5.33%, dated 11/30/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $734,508,733, 0.25% - 6.00%, 6/30/25 - 11/1/53)	720,746	720,000
ING Financial Markets LLC at:
5.35%, dated 11/2/23 due 12/14/23 (Collateralized by U.S. Government Obligations valued at $80,927,278, 2.00% - 5.50%, 5/20/51 - 5/20/53)	79,493	79,000
5.36%, dated:
11/2/23 due 12/14/23 (Collateralized by U.S. Government Obligations valued at $323,711,706, 2.50% - 6.50%, 10/20/49 - 10/20/53)	317,976	316,000
11/3/23 due 12/15/23 (Collateralized by U.S. Government Obligations valued at $161,831,858, 2.00% - 7.00%, 3/15/31 - 7/1/53)	158,988	158,000
Mitsubishi UFJ Securities (U.S.A.), Inc. at 5.35%, dated 11/2/23 due 1/18/24 (Collateralized by U.S. Government Obligations valued at $1,117,615,945, 2.00% - 6.50%, 1/1/24 - 10/1/53)	1,103,484	1,091,000
Morgan Stanley & Co., LLC at 5.32%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $184,647,769, 0.00% - 4.70%, 12/19/23 - 2/15/48)	181,027	181,000
MUFG Securities (Canada), Ltd. at 5.35%, dated:
11/2/23 due 1/18/24 (Collateralized by U.S. Government Obligations valued at $161,854,563, 1.50% - 6.50%, 10/1/35 - 5/20/63)	159,808	158,000
11/10/23 due 1/18/24 (Collateralized by U.S. Government Obligations valued at $64,460,611, 2.00% - 7.00%, 6/15/25 - 11/20/53)	63,646	63,000
RBC Dominion Securities at:
5.34%, dated 11/2/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $1,191,549,441, 0.00% - 6.50%, 12/26/23 - 9/1/53)	1,170,245	1,163,000
5.38%, dated 11/9/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $645,538,062, 0.00% - 6.50%, 12/5/23 - 11/20/53)	635,743	630,000
RBC Financial Group at 5.34%, dated 11/2/23 due 12/7/23 (Collateralized by U.S. Government Obligations valued at $2,619,497,272, 0.00% - 8.00%, 12/12/23 - 9/20/62)	2,568,905	2,553,000
TD Securities (U.S.A.) at 5.33%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Government Obligations valued at $416,221,615, 2.00% - 6.00%, 5/1/41 - 10/1/53)	408,060	408,000
Wells Fargo Securities, LLC at:
5.41%, dated 11/15/23 due 1/16/24 (Collateralized by U.S. Government Obligations valued at $324,159,194, 1.50% - 7.00%, 2/20/24 - 11/20/53)	319,954	317,000
5.44%, dated 11/21/23 due 2/21/24 (Collateralized by U.S. Government Obligations valued at $650,721,829, 1.50% - 7.00%, 8/1/24 - 12/1/53)	645,856	637,000
5.46%, dated 10/20/23 due 12/19/23 (Collateralized by U.S. Government Obligations valued at $646,693,362, 1.50% - 7.50%, 9/1/24 - 11/1/53)	635,733	630,000
TOTAL U.S. GOVERNMENT AGENCY REPURCHASE AGREEMENT (Cost $45,134,571)		45,134,571

U.S. Treasury Repurchase Agreement - 24.5%
	Maturity Amount ($) (000s)	Value ($) (000s)
With:
ABN AMRO Bank NV at 5.31%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $276,460,802, 3.00% - 4.38%, 8/31/28 - 11/15/44)	271,040	271,000
Barclays Bank PLC at 5.32%, dated:
11/2/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $785,692,840, 0.25% - 3.25%, 8/31/25 - 2/15/32)	771,761	767,000
11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $1,440,452,836, 0.13% - 4.63%, 2/15/24 - 11/15/31)	1,412,209	1,412,000
BMO Capital Markets Corp. at 5.31%, dated 11/29/23 due 12/6/23 (Collateralized by U.S. Treasury Obligations valued at $111,310,124, 0.00% - 5.00%, 2/15/24 - 11/15/51)	109,113	109,000
BNP Paribas, SA at 5.38%, dated 9/1/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $573,632,138, 1.13% - 5.52%, 1/31/24 - 5/15/53) (c)(d)(e)	561,534	554,000
BofA Securities, Inc. at:
5.32%, dated 11/30/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $140,780,879, 0.50%, 8/31/27)	138,673	138,000
5.33%, dated 11/2/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $55,316,572, 4.38%, 11/30/30)	54,336	54,000
CIBC Bank U.S.A. at 5.37%, dated:
11/2/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $382,106,735, 0.75% - 4.63%, 7/31/24 - 8/15/53)	376,505	373,000
11/6/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $28,666,524, 1.25% - 4.50%, 7/31/24 - 8/15/53)	28,384	28,000
Credit AG at:
5.31%, dated 11/27/23 due 12/4/23 (Collateralized by U.S. Treasury Obligations valued at $222,491,238, 3.88%, 8/15/33)	218,225	218,000
5.32%, dated 11/2/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $334,969,442, 2.25% - 3.75%, 8/15/27 - 5/31/30)	329,030	327,000
Federal Reserve Bank of New York at 5.3%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $28,998,268,576, 2.25% - 6.13%, 11/15/27 - 2/15/52)	28,998,269	28,994,000
Fixed Income Clearing Corp. - BNP at 5.32%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $553,941,848, 0.50% - 5.49%, 10/31/24 - 8/15/53)	543,080	543,000
Fixed Income Clearing Corp. - BNYM at 5.32%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $7,197,120,048, 0.13% - 3.25%, 1/15/24 - 8/15/31)	7,057,043	7,056,000
Fixed Income Clearing Corp. - SSB at 5.31%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $5,220,479,448, 0.50% - 3.25%, 4/30/27 - 7/31/27)	5,106,753	5,106,000
Goldman Sachs & Co. at 5.31%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $380,516,157, 1.50% - 3.50%, 11/30/24 - 4/30/30)	373,055	373,000
ING Financial Markets LLC at:
5.31%, dated:
11/24/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $66,375,422, 0.00% - 4.88%, 12/15/23 - 8/15/53)	65,067	65,000
11/28/23 due 12/5/23 (Collateralized by U.S. Treasury Obligations valued at $32,678,573, 0.00% - 4.63%, 1/25/24 - 2/15/47)	32,033	32,000
5.32%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $330,708,864, 1.00% - 1.25%, 12/15/24 - 3/31/28)	324,048	324,000
5.34%, dated 11/2/23 due:
12/1/23 (Collateralized by U.S. Treasury Obligations valued at $282,733,683, 0.00% - 5.00%, 6/30/24 - 5/15/51)	277,187	276,000
12/14/23 (Collateralized by U.S. Treasury Obligations valued at $254,048,173, 0.00% - 4.63%, 2/15/24 - 5/15/51)	249,545	248,000
5.37%, dated:
11/9/23 due 1/4/24 (Collateralized by U.S. Treasury Obligations valued at $141,418,680, 0.00% - 4.75%, 2/6/24 - 11/15/53)	139,153	138,000
11/10/23 due 1/5/24 (Collateralized by U.S. Treasury Obligations valued at $141,226,929, 0.00% - 4.75%, 2/13/24 - 2/15/53)	139,153	138,000
Lloyds Bank PLC at:
5.4%, dated 10/30/23 due 12/20/23 (Collateralized by U.S. Treasury Obligations valued at $183,384,335, 3.88%, 12/31/27)	180,369	179,000
5.49%, dated:
11/20/23 due 2/20/24 (Collateralized by U.S. Treasury Obligations valued at $102,167,795, 0.75%, 11/15/24)	101,403	100,000
11/24/23 due 2/26/24 (Collateralized by U.S. Treasury Obligations valued at $141,891,713, 3.50%, 2/15/33)	140,993	139,000
5.5%, dated 11/29/23 due 2/29/24 (Collateralized by U.S. Treasury Obligations valued at $98,011,040, 2.25%, 8/15/27)	97,349	96,000
Mitsubishi UFJ Securities (U.S.A.), Inc. at 5.33%, dated 11/2/23 due 1/18/24 (Collateralized by U.S. Treasury Obligations valued at $282,728,904, 0.00% - 5.39%, 12/28/23 - 11/15/53)	279,146	276,000
Mizuho Bank, Ltd. at 5.32%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $553,076,697, 1.25%, 8/15/31)	542,080	542,000
MUFG Securities (Canada), Ltd. at 5.33%, dated 11/2/23 due:
12/7/23 (Collateralized by U.S. Treasury Obligations valued at $111,974,153, 0.63% - 5.00%, 11/30/24 - 11/15/53)	109,678	109,000
1/18/24 (Collateralized by U.S. Treasury Obligations valued at $212,561,469, 0.25% - 4.63%, 11/30/24 - 2/15/53)	209,360	207,000
MUFG Securities EMEA PLC at:
5.31%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $221,678,491, 0.75% - 3.88%, 3/15/25 - 4/30/26)	217,032	217,000
5.32%, dated:
11/28/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $222,388,570, 0.50% - 2.50%, 5/15/25 - 2/28/26)	217,513	217,000
11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $796,554,338, 1.38% - 4.63%, 12/31/24 - 1/31/30)	781,115	781,000
12/1/23 due 12/4/23 (f)	217,096	217,000
12/1/23 due 12/4/23 (f)	217,096	217,000
Natixis SA at:
5.32%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $221,436,202, 1.25% - 6.38%, 2/28/25 - 11/15/53)	217,032	217,000
5.33%, dated 11/2/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $671,032,425, 0.25% - 5.38%, 4/30/24 - 11/15/53)	659,073	655,000
NatWest Markets Securities, Inc. at:
5.31%, dated 11/29/23 due 12/6/23 (Collateralized by U.S. Treasury Obligations valued at $541,779,846, 0.25% - 5.55%, 1/31/24 - 5/15/33)	531,548	531,000
5.32%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $108,135,994, 2.75% - 4.13%, 2/15/24 - 8/31/30)	106,016	106,000
Norinchukin Bank at 5.34%, dated 11/27/23 due 12/4/23 (Collateralized by U.S. Treasury Obligations valued at $111,229,556, 3.88%, 2/15/43)	109,113	109,000
RBC Dominion Securities at:
5.33%, dated 11/2/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $166,974,496, 0.00% - 6.88%, 12/26/23 - 2/15/53)	164,014	163,000
5.38%, dated 11/9/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $564,193,209, 0.00% - 4.75%, 12/26/23 - 5/15/53)	556,105	551,000
5.4%, dated 11/8/23 due 12/7/23 (Collateralized by U.S. Treasury Obligations valued at $444,345,123, 0.00% - 4.75%, 12/5/23 - 11/15/51)	439,989	434,000
SMBC Nikko Securities America, Inc. at 5.31%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $714,263,632, 0.00% - 5.52%, 12/21/23 - 5/15/53)	700,103	700,000
Societe Generale at 5.31%, dated:
11/27/23 due 12/4/23
(Collateralized by U.S. Treasury Obligations valued at $220,550,095, 3.63%, 5/15/53)	214,221	214,000
(Collateralized by U.S. Treasury Obligations valued at $443,961,785, 1.13% - 4.00%, 8/31/26 - 5/15/32)	435,449	435,000
11/28/23 due 12/5/23 (Collateralized by U.S. Treasury Obligations valued at $500,021,204, 1.38% - 3.88%, 11/15/40 - 5/15/43)	490,506	490,000
Sumitomo Mitsui Trust Bank Ltd. at 5.38%, dated 11/22/23 due 12/6/23 (Collateralized by U.S. Treasury Obligations valued at $49,035,217, 1.63%, 8/15/29)	48,100	48,000
TD Securities (U.S.A.) at 5.31%, dated 11/30/23 due 12/1/23 (Collateralized by U.S. Treasury Obligations valued at $347,871,310, 2.63% - 3.88%, 4/15/25 - 4/30/25)	341,050	341,000
Wells Fargo Bank NA at 5.41%, dated 11/13/23 due 1/12/24 (Collateralized by U.S. Treasury Obligations valued at $283,661,057, 1.13% - 5.00%, 8/31/25 - 11/15/53)	278,489	276,000
TOTAL U.S. TREASURY REPURCHASE AGREEMENT (Cost $56,111,000)		56,111,000

TOTAL INVESTMENT IN SECURITIES - 101.2% (Cost $231,428,979)	231,428,979
NET OTHER ASSETS (LIABILITIES) - (1.2)%	(2,774,660)
NET ASSETS - 100.0%	228,654,319

The date shown for securities represents the date when principal payments must be paid, taking into account any call options exercised by the issuer and any permissible maturity shortening features other than interest rate resets.

Any values shown as $0 in the Schedule of Investments may reflect amounts less than $500.

Legend

(a)	Yield represents either the annualized yield at the date of purchase, or the stated coupon rate, or, for floating and adjustable rate securities, the rate at period end.

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

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

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

(e)	The maturity amount is based on the rate at period end.

(f)	Represents a forward settling transaction and therefore no collateral securities had been allocated as of period end. The agreement contemplated the delivery of U.S. Treasury Obligations as collateral on settlement date.

Investment Valuation

All investments are categorized as Level 2 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in these securities. For more information on valuation inputs, refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Other Information
# Additional information on each counterparty to the repurchase agreement is as follows:
Repurchase Agreement / Counterparty	Value ($) (000's)
$25,001,000 due 12/01/23 at 5.31%
Bank of Nova Scotia	44
Citigroup Global Markets, Inc.	286
JP Morgan Securities LLC	4,509
Nomura Securities International	10,368
Sumitomo Mitsui Banking Corp.	9,794
	25,001
$16,024,570,000 due 12/01/23 at 5.32%
BNY Mellon Capital Markets LLC	299,314
Bank of America, N.A.	866,366
Bank of Nova Scotia	159,844
BofA Securities, Inc.	486,643
Citigroup Global Markets, Inc.	1,028,701
Credit Agricole CIB New York Branch	177,068
HSBC Securities (USA), Inc.	534,636
ING Financial Markets LLC	139,715
JP Morgan Securities LLC	805,845
Mitsubishi UFJ Securities Holdings Ltd	433,183
Mizuho Securities USA, Inc.	360,986
Nomura Securities International	2,468,922
RBC Dominion Securities, Inc.	2,030,315
Royal Bank of Canada	499,701
Societe Generale	229,158
Sumitomo Mitsui Banking Corp.	4,336,998
Sumitomo Mitsui Banking Corp. NY	471,891
Wells Fargo Bank NA	213,970
Wells Fargo Securities LLC	481,314
	16,024,570

Financial Statements

Statement of Assets and Liabilities
Amounts in thousands (except per-share amount)				November 30, 2023

Assets
Investment in securities, at value (including repurchase agreements of $101,245,571) - See accompanying schedule Unaffiliated issuers (cost $231,428,979):			$	231,428,979
Cash				1,243,000
Receivable for investments sold				58,706
Receivable for fund shares sold				2,210,274
Interest receivable				485,374
Prepaid expenses				232
Other receivables				3,115
Total assets				235,429,680
Liabilities
Payable for investments purchased	$	5,118,897
Payable for fund shares redeemed		1,382,252
Distributions payable		189,665
Accrued management fee		39,883
Other affiliated payables		36,476
Other payables and accrued expenses		8,188
Total Liabilities				6,775,361
Net Assets			$	228,654,319
Net Assets consist of:
Paid in capital			$	228,655,690
Total accumulated earnings (loss)				(1,371)
Net Assets			$	228,654,319
Net Asset Value, offering price and redemption price per share ($228,654,319 ÷ 228,615,728 shares)			$	1.00

Statement of Operations
Amounts in thousands				Year ended November 30, 2023
Investment Income
Interest			$	10,817,444
Expenses
Management fee	$	448,074
Transfer agent fees		417,162
Accounting fees and expenses		5,087
Custodian fees and expenses		900
Independent trustees' fees and expenses		745
Registration fees		8,670
Audit		73
Legal		178
Miscellaneous		3,513
Total expenses before reductions		884,402
Expense reductions		(6,984)
Total expenses after reductions				877,418
Net Investment income (loss)				9,940,026
Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investment Securities:
Unaffiliated issuers		(1,925)
Total net realized gain (loss)				(1,925)
Net increase in net assets resulting from operations			$	9,938,101

Statement of Changes in Net Assets

Amount in thousands		Year ended November 30, 2023		Year ended November 30, 2022
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$	9,940,026	$	2,223,286
Net realized gain (loss)		(1,925)		319
Net increase in net assets resulting from operations		9,938,101		2,223,605
Distributions to shareholders		(9,939,697)		(2,223,284)

Share transactions
Proceeds from sales of shares		979,486,736		977,746,147
Reinvestment of distributions		7,901,601		1,788,842
Cost of shares redeemed		(973,085,068)		(979,306,027)

Net increase (decrease) in net assets and shares resulting from share transactions		14,303,269		228,962
Total increase (decrease) in net assets		14,301,673		229,283

Net Assets
Beginning of period		214,352,646		214,123,363
End of period	$	228,654,319	$	214,352,646

Other Information
Shares
Sold		979,486,736		977,746,147
Issued in reinvestment of distributions		7,901,601		1,788,842
Redeemed		(973,085,068)		(979,306,027)
Net increase (decrease)		14,303,269		228,962

Financial Highlights

Fidelity® Government Cash Reserves

Years ended November 30,		2023		2022		2021		2020		2019
Selected Per-Share Data
Net asset value, beginning of period	$	1.00	$	1.00	$	1.00	$	1.00	$	1.00
Income from Investment Operations
Net investment income (loss) A		.046		.010		- B		.004		.019
Net realized and unrealized gain (loss) B		-		-		-		-		-
Total from investment operations		.046		.010		- B		.004		.019
Distributions from net investment income		(.046)		(.010)		- B		(.004)		(.019)
Total distributions		(.046)		(.010)		- B		(.004)		(.019)
Net asset value, end of period	$	1.00	$	1.00	$	1.00	$	1.00	$	1.00
Total Return C		4.67%		1.03%		.01%		.39%		1.95%
Ratios to Average Net Assets A,D,E
Expenses before reductions		.41%		.34%		.33%		.34%		.38%
Expenses net of fee waivers, if any		.40%		.27%		.08%		.26%		.37%
Expenses net of all reductions		.40%		.27%		.08%		.26%		.37%
Net investment income (loss)		4.58%		1.00%		.01%		.33%		1.93%
Supplemental Data
Net assets, end of period (in millions)	$	228,654	$	214,353	$	214,123	$	210,565	$	155,714

ANet investment income (loss) is affected by the timing of the declaration of dividends by any underlying mutual funds or exchange-traded funds (ETFs). Net investment income (loss) of any mutual funds or ETFs is not included in the Fund's net investment income (loss) ratio.

BAmount represents less than $.0005 per share.

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

DFees and expenses of any underlying mutual funds or exchange-traded funds (ETFs) are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of these expenses.

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

Notes to Financial Statements

For the period ended November 30, 2023

(Amounts in thousands except percentages)

1. Organization.

Fidelity Government Cash Reserves (the Fund) is a fund of Fidelity Phillips Street Trust (the Trust) and is authorized to issue an unlimited number of shares. Share transactions on the Statement of Changes in Net Assets may contain exchanges between affiliated funds. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust.

2. Significant Accounting Policies.

The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The Fund's Schedule of Investments lists any underlying mutual funds or exchange-traded funds (ETFs) but does not include the underlying holdings of these funds. The following summarizes the significant accounting policies of the Fund:

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

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

As permitted by compliance with certain conditions under Rule 2a-7 of the 1940 Act, securities are valued at amortized cost, which approximates fair value. The amortized cost of an instrument is determined by valuing it at its original cost and thereafter amortizing any discount or premium from its face value at a constant rate until maturity. Securities held by a money market fund are generally high quality and liquid; however, they are reflected as Level 2 because the inputs used to determine fair value are not quoted prices in an active market.

Investment Transactions and Income. The net asset value per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expenses included in the accompanying financial statements reflect the expenses of that fund and do not include any expenses associated with any underlying mutual funds or exchange-traded funds. Although not included in a fund's expenses, a fund indirectly bears its proportionate share of these expenses through the net asset value of each underlying mutual fund or exchange-traded fund. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan) for certain Funds, certain independent Trustees have elected to defer receipt of a portion of their annual compensation. Deferred amounts are invested in affiliated mutual funds, are marked-to-market and remain in a fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees presented below are included in the accompanying Statement of Assets and Liabilities in other receivables and other payables and accrued expenses, as applicable.

Fidelity Government Cash Reserves

$3,115

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of November 30, 2023, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

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

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

Book-tax differences are primarily due to capital loss carryforwards.

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

Gross unrealized appreciation	$-
Gross unrealized depreciation	-
Net unrealized appreciation (depreciation)	$-
Tax Cost	$231,428,979

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

Undistributed ordinary income	$555
Capital loss carryforward	$(1,926)
Net unrealized appreciation (depreciation) on securities and other investments	$-

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Long-term	$(1,926)
Total capital loss carryforward	$(1,926)

The tax character of distributions paid was as follows:

	November 30, 2023	November 30, 2022
Ordinary Income	$9,939,697	$2,223,284

Repurchase Agreements. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, funds and other registered investment companies having management contracts with Fidelity Management and Research Company LLC, or its affiliates are permitted to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. Funds may also invest directly with institutions in repurchase agreements. Repurchase agreements may be collateralized by cash or government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The collateral balance is monitored on a daily basis to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

3. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company LLC (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is calculated on the basis of a group fee rate plus a total income-based component. The annualized group fee rate averaged .10% during the period. The group fee rate is based upon the monthly average net assets of a group of registered investment companies with which the investment adviser has management contracts. The group fee rate decreases as assets under management increase and increases as assets under management decrease. The total income-based component is comprised of an income-based fee and an asset-based fee, and is calculated according to a graduated schedule providing for different rates based on the Fund's gross annualized yield. The rate increases as the Fund's gross yield increases.

During the period the income-based portion of this fee was $238,072 or an annual rate of .11% of the Fund's average net assets. For the reporting period, the Fund's total annual management fee rate was .21% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company LLC (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .19% of average net assets.

During November 2023, the Board approved a change in the transfer agent fees effective December 1, 2023 to a fixed annual rate of 0.1919% of average net assets.

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

	% of Average Net Assets
Fidelity Government Cash Reserves	-A

A Amount represents less than .005%

During November 2023, the Board approved a change in the accounting fees effective December 1, 2023 to a fixed annual rate of average net assets as follows:

	% of Average Net Assets
Fidelity Government Cash Reserves	0.0023%

Interfund Trades. Funds may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. During the period, there were no interfund trades.

4. Expense Reductions.

During the period the investment adviser or an affiliate reimbursed and/or waived a portion of operating expenses in the amount of $6,984.

5. Other.

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

6. Risk and Uncertainties.

Many factors affect a fund's performance. Developments that disrupt global economies and financial markets, such as pandemics, epidemics, outbreaks of infectious diseases, war, terrorism, and environmental disasters, may significantly affect a fund's investment performance. The effects of these developments to a fund will be impacted by the types of securities in which a fund invests, the financial condition, industry, economic sector, and geographic location of an issuer, and a fund's level of investment in the securities of that issuer. Significant concentrations in security types, issuers, industries, sectors, and geographic locations may magnify the factors that affect a fund's performance.

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Fidelity Phillips Street Trust and Shareholders of Fidelity Government Cash Reserves

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Fidelity Government Cash Reserves (the "Fund") as of November 30, 2023, the related statement of operations for the year ended November 30, 2023, the statement of changes in net assets for each of the two years in the period ended November 30, 2023, including the related notes, and the financial highlights for each of the five years in the period ended November 30, 2023 (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of November 30, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended November 30, 2023 and the financial highlights for each of the five years in the period ended November 30, 2023 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of November 30, 2023 by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

January 12, 2024

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

Trustees and Officers

TRUSTEES AND OFFICERS

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for Laura M. Bishop, Robert W. Helm, Christine J. Thompson, and Carol J. Zierhoffer, each of the Trustees oversees 314 funds. Ms. Bishop, Mr. Helm, Ms. Thompson, and Ms. Zierhoffer each oversees 230 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund is referred to herein as an Independent Trustee. Each Independent Trustee shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. Officers and Advisory Board Members hold office without limit in time, except that any officer or Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

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

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

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

Fidelity® funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's investment-grade bond, money market, asset allocation and certain equity funds, and other Boards oversee Fidelity's alternative investment, high income and other equity funds. The asset allocation funds may invest in Fidelity® funds that are overseen by such other Boards. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity® funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity® funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations and Audit Committees. In addition, an ad hoc Board committee of Independent Trustees has worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. The Operations Committee also worked and continues to work with FMR to enhance the stress tests required under SEC regulations for money market funds. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity® funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Trustees."

Interested Trustees*:

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

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

Abigail P. Johnson (1961)

Year of Election or Appointment: 2009

Trustee

Chairman of the Board of Trustees

Ms. Johnson also serves as Trustee of other Fidelity® funds. Ms. Johnson serves as Chairman (2016-present), Chief Executive Officer (2014-present), and Director (2007-present) of FMR LLC (diversified financial services company), President of Fidelity Financial Services (2012-present) and President of Personal, Workplace and Institutional Services (2005-present). Ms. Johnson is Chairman and Director of Fidelity Management & Research Company LLC (investment adviser firm, 2011-present). Previously, Ms. Johnson served as Chairman and Director of FMR Co., Inc. (investment adviser firm, 2011-2019), Vice Chairman (2007-2016) and President (2013-2016) of FMR LLC, President and a Director of Fidelity Management & Research Company (2001-2005), a Trustee of other investment companies advised by Fidelity Management & Research Company, Fidelity Investments Money Management, Inc. (investment adviser firm), and FMR Co., Inc. (2001-2005), Senior Vice President of the Fidelity® funds (2001-2005), and managed a number of Fidelity® funds. Ms. Abigail P. Johnson and Mr. Arthur E. Johnson are not related.

Jennifer Toolin McAuliffe (1959)

Year of Election or Appointment: 2016

Trustee

Ms. McAuliffe also serves as Trustee of other Fidelity® funds and as Trustee of Fidelity Charitable (2020-present). Previously, Ms. McAuliffe served as Co-Head of Fixed Income of Fidelity Investments Limited (now known as FIL Limited (FIL)) (diversified financial services company), Director of Research for FIL's credit and quantitative teams in London, Hong Kong and Tokyo and Director of Research for taxable and municipal bonds at Fidelity Investments Money Management, Inc. Ms. McAuliffe previously served as a member of the Advisory Board of certain Fidelity® funds (2016). Ms. McAuliffe was previously a lawyer at Ropes & Gray LLP and an international banker at Chemical Bank NA (now JPMorgan Chase & Co.). Ms. McAuliffe also currently serves as director or trustee of several not-for-profit entities.

Christine J. Thompson (1958)

Year of Election or Appointment: 2023

Trustee

Ms. Thompson also serves as a Trustee of other Fidelity® funds. Ms. Thompson serves as Leader of Advanced Technologies for Investment Management at Fidelity Investments (2018-present). Previously, Ms. Thompson served as Chief Investment Officer in the Bond group at Fidelity Management & Research Company (2010-2018) and held various other roles including Director of municipal bond portfolio managers and Portfolio Manager of certain Fidelity® funds.

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

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

Independent Trustees:

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

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

Elizabeth S. Acton (1951)

Year of Election or Appointment: 2013

Trustee

Ms. Acton also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Acton served as Executive Vice President, Finance (2011-2012), Executive Vice President, Chief Financial Officer (2002-2011) and Treasurer (2004-2005) of Comerica Incorporated (financial services). Prior to joining Comerica, Ms. Acton held a variety of positions at Ford Motor Company (1983-2002), including Vice President and Treasurer (2000-2002) and Executive Vice President and Chief Financial Officer of Ford Motor Credit Company (1998-2000). Ms. Acton currently serves as a member of the Board and Audit and Finance Committees of Beazer Homes USA, Inc. (homebuilding, 2012-present). Ms. Acton previously served as a member of the Advisory Board of certain Fidelity® funds (2013-2016).

Laura M. Bishop (1961)

Year of Election or Appointment: 2023

Trustee

Ms. Bishop also serves as Trustee or Member of the Advisory Board of other Fidelity® funds. Prior to her retirement, Ms. Bishop held a variety of positions at United Services Automobile Association (2001-2020), including Executive Vice President and Chief Financial Officer (2014-2020) and Senior Vice President and Deputy Chief Financial Officer (2012-2014). Ms. Bishop currently serves as a member of the Audit Committee and Compensation and Personnel Committee (2021-present) of the Board of Directors of Korn Ferry (global organizational consulting). Previously, Ms. Bishop served as a Member of the Advisory Board of certain Fidelity® funds (2022-2023).

Ann E. Dunwoody (1953)

Year of Election or Appointment: 2018

Trustee

General Dunwoody also serves as Trustee of other Fidelity® funds. General Dunwoody (United States Army, Retired) was the first woman in U.S. military history to achieve the rank of four-star general and prior to her retirement in 2012 held a variety of positions within the U.S. Army, including Commanding General, U.S. Army Material Command (2008-2012). General Dunwoody currently serves as a member of the Board, Chair of Nomination Committee and a member of the Corporate Governance Committee of Kforce Inc. (professional staffing services, 2016-present) and a member of the Board of Automattic Inc. (software engineering, 2018-present). Previously, General Dunwoody served as President of First to Four LLC (leadership and mentoring services, 2012-2022), a member of the Advisory Board and Nominating and Corporate Governance Committee of L3 Technologies, Inc. (communication, electronic, sensor and aerospace systems, 2013-2019) and a member of the Board and Audit and Sustainability and Corporate Responsibility Committees of Republic Services, Inc. (waste collection, disposal and recycling, 2013-2016). General Dunwoody also serves on several boards for non-profit organizations, including as a member of the Board, Chair of the Nomination and Governance Committee and a member of the Audit Committee of the Noble Reach Foundation (formerly Logistics Management Institute) (consulting non-profit, 2012-present) and a member of the Board of ThanksUSA (military family education non-profit, 2014-present). Previously, General Dunwoody served as a member of the Board of Florida Institute of Technology (2015-2022) and a member of the Council of Trustees for the Association of the United States Army (advocacy non-profit, 2013-2021). General Dunwoody previously served as a member of the Advisory Board of certain Fidelity® funds (2018).

John Engler (1948)

Year of Election or Appointment: 2014

Trustee

Mr. Engler also serves as Trustee of other Fidelity® funds. Previously, Mr. Engler served as Governor of Michigan (1991-2003), President of the Business Roundtable (2011-2017) and interim President of Michigan State University (2018-2019). Previously, Mr. Engler served as a member of the Board of Stride, Inc. (formerly K12 Inc.) (technology-based education company, 2012-2022), a member of the Board of Universal Forest Products (manufacturer and distributor of wood and wood-alternative products, 2003-2019) and Trustee of The Munder Funds (2003-2014). Mr. Engler previously served as a member of the Advisory Board of certain Fidelity® funds (2014-2016).

Robert F. Gartland (1951)

Year of Election or Appointment: 2010

Trustee

Mr. Gartland also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Gartland held a variety of positions at Morgan Stanley (financial services, 1979-2007), including Managing Director (1987-2007) and Chase Manhattan Bank (1975-1978). Mr. Gartland previously served as Chairman and an investor in Gartland & Mellina Group Corp. (consulting, 2009-2019), as a member of the Board of National Securities Clearing Corporation (1993-1996) and as Chairman of TradeWeb (2003-2004).

Robert W. Helm (1957)

Year of Election or Appointment: 2023

Trustee

Mr. Helm also serves as Trustee or Member of the Advisory Board of other Fidelity® funds. Mr. Helm was formerly Deputy Chairman (2003-2020), partner (1991-2020) and an associate (1984-1991) of Dechert LLP (formerly Dechert Price & Rhoads). Mr. Helm currently serves on boards and committees of several not-for-profit organizations, including as a Trustee and member of the Executive Committee of the Baltimore Council on Foreign Affairs, a member of the Board of Directors of the St. Vincent de Paul Society of Baltimore and a member of the Life Guard Society of Mt. Vernon. Previously, Mr. Helm served as a Member of the Advisory Board of certain Fidelity® funds (2021-2023).

Michael E. Kenneally (1954)

Year of Election or Appointment: 2009

Trustee

Chairman of the Independent Trustees

Mr. Kenneally also serves as Trustee of other Fidelity® funds and was Vice Chairman (2018-2021) of the Independent Trustees of certain Fidelity® funds. Prior to retirement in 2005, he was Chairman and Global Chief Executive Officer of Credit Suisse Asset Management, the worldwide fund management and institutional investment business of Credit Suisse Group. Previously, Mr. Kenneally was an Executive Vice President and the Chief Investment Officer for Bank of America. In this role, he was responsible for the investment management, strategy and products delivered to the bank's institutional, high-net-worth and retail clients. Earlier, Mr. Kenneally directed the organization's equity and quantitative research groups. He began his career as a research analyst and then spent more than a dozen years as a portfolio manager for endowments, pension plans and mutual funds. He earned the Chartered Financial Analyst (CFA) designation in 1991.

Mark A. Murray (1954)

Year of Election or Appointment: 2016

Trustee

Mr. Murray also serves as Trustee of other Fidelity® funds. Previously, Mr. Murray served as Co-Chief Executive Officer (2013-2016), President (2006-2013) and Vice Chairman (2013-2020) of Meijer, Inc. Mr. Murray serves as a member of the Board (2009-present) and Public Policy and Responsibility Committee (2009-present) and Chair of the Nuclear Review Committee (2019-present) of DTE Energy Company (diversified energy company). Mr. Murray previously served as a member of the Board of Spectrum Health (not-for-profit health system, 2015-2019) and as a member of the Board and Audit Committee and Chairman of the Nominating and Corporate Governance Committee of Universal Forest Products, Inc. (manufacturer and distributor of wood and wood-alternative products, 2004-2016). Mr. Murray also serves as a member of the Board of many community and professional organizations. Mr. Murray previously served as a member of the Advisory Board of certain Fidelity® funds (2016).

Carol J. Zierhoffer (1960)

Year of Election or Appointment: 2023

Trustee

Ms. Zierhoffer also serves as Trustee or Member of the Advisory Board of other Fidelity® funds. Prior to her retirement, Ms. Zierhoffer held a variety of positions at Bechtel Corporation (engineering company, 2013-2019), including Principal Vice President and Chief Information Officer (2013-2016) and Senior Vice President and Chief Information Officer (2016-2019). Ms. Zierhoffer currently serves as a member of the Board of Directors, Audit Committee and Compensation Committee of Allscripts Healthcare Solutions, Inc. (healthcare technology, 2020-present) and as a member of the Board of Directors, Audit and Finance Committee and Nominating and Governance Committee of Atlas Air Worldwide Holdings, Inc. (aviation operating services, 2021-present). Previously, Ms. Zierhoffer served as a member of the Board of Directors and Audit Committee and as the founding Chair of the Information Technology Committee of MedAssets, Inc. (healthcare technology, 2013-2016), and as a Member of the Advisory Board of certain Fidelity® funds (2023).

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for an officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupation

Heather Bonner (1977)

Year of Election or Appointment: 2023

Assistant Treasurer

Ms. Bonner also serves as an officer of other funds. Ms. Bonner is a Senior Vice President (2022-present) and is an employee of Fidelity Investments (2022-present). Ms. Bonner serves as Vice President, Treasurer, or Assistant Treasurer of certain Fidelity entities. Prior to joining Fidelity, Ms. Bonner served as Managing Director at AQR Capital Management (2013-2022) and was the Treasurer and Principal Financial Officer of the AQR Funds (2013-2022).

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as an officer of other funds. Mr. Brown is a Vice President (2015-present) and is an employee of Fidelity Investments. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present). Previously, Mr. Brown served as Assistant Treasurer of certain Fidelity® funds (2019-2022).

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke is Head of Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments. Mr. Burke serves as President, Executive Vice President, or Director of certain Fidelity entities. Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

Margaret Carey (1973)

Year of Election or Appointment: 2023

Secretary and Chief Legal Officer (CLO)

Ms. Carey also serves as an officer of other funds and as CLO of certain Fidelity entities. Ms. Carey is a Senior Vice President, Deputy General Counsel (2019-present) and is an employee of Fidelity Investments.

David J. Carter (1973)

Year of Election or Appointment: 2020

Assistant Secretary

Mr. Carter also serves as Assistant Secretary of other funds. Mr. Carter is a Senior Vice President, Deputy General Counsel (2022-present) and is an employee of Fidelity Investments. Mr. Carter serves as Chief Legal Officer of Fidelity Investments Institutional Operations Company LLC - Shareholder Division (transfer agent, 2020-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as an officer of other funds. Mr. Davis is a Vice President (2006-present) and is an employee of Fidelity Investments. Mr. Davis serves as Assistant Treasurer of certain Fidelity entities.

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

President and Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato is a Senior Vice President (2017-present) and is an employee of Fidelity Investments. Ms. Del Prato serves as Vice President or Assistant Treasurer of certain Fidelity entities. Previously, Ms. Del Prato served as President and Treasurer of The North Carolina Capital Management Trust: Cash Portfolio and Term Portfolio (2018-2020).

Robin Foley (1964)

Year of Election or Appointment: 2023

Vice President

Ms. Foley also serves as Vice President of other funds. Ms. Foley serves as Head of Fidelity's Fixed Income division (2023-present) and is an employee of Fidelity Investments. Previously, Ms. Foley served as Chief Investment Officer of Bonds (2017-2023).

Christopher M. Gouveia (1973)

Year of Election or Appointment: 2023

Chief Compliance Officer

Mr. Gouveia also serves as Chief Compliance Officer of other funds. Mr. Gouveia is a Senior Vice President of Asset Management Compliance (2019-present) and is an employee of Fidelity Investments. Mr. Gouveia serves as Compliance Officer of Fidelity Management Trust Company (2023-present). Previously, Mr. Gouveia served as Chief Compliance Officer of the North Carolina Capital Management Trust (2016-2019).

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan is a Vice President (2016-present) and is an employee of Fidelity Investments. Mr. Hogan serves as Assistant Treasurer of certain Fidelity entities. Previously, Mr. Hogan served as Deputy Treasurer of certain Fidelity® funds (2016-2020) and Assistant Treasurer of certain Fidelity® funds (2016-2018).

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher is a Vice President (2008-present) and is an employee of Fidelity Investments. Mr. Maher serves as Assistant Treasurer of certain Fidelity entities. Previously, Mr. Maher served as Assistant Treasurer of certain funds (2013-2020).

Brett Segaloff (1972)

Year of Election or Appointment: 2021

Anti-Money Laundering (AML) Officer

Mr. Segaloff also serves as AML Officer of other funds. Mr. Segaloff is a Vice President (2022-present) and is an employee of Fidelity Investments. Mr. Segaloff serves as Anti Money Laundering Compliance Officer or Anti Money Laundering/Bank Secrecy Act Compliance Officer of certain Fidelity entities.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Assistant Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith is a Senior Vice President (2016-present) and is an employee of Fidelity Investments. Ms. Smith serves as Assistant Treasurer of certain Fidelity entities and has served in other fund officer roles.

Jim Wegmann (1979)

Year of Election or Appointment: 2021

Deputy Treasurer

Mr. Wegmann also serves as an officer of other funds. Mr. Wegmann is a Vice President (2016-present) and is an employee of Fidelity Investments. Mr. Wegmann serves as Assistant Treasurer of FIMM, LLC (2021-present). Previously, Mr. Wegmann served as Assistant Treasurer of certain Fidelity® funds (2019-2021).

Shareholder Expense Example

As a shareholder, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or redemption proceeds, as applicable and (2) ongoing costs, which generally include management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in a fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2023 to November 30, 2023).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

	Annualized Expense Ratio- A	Beginning Account Value June 1, 2023	Ending Account Value November 30, 2023	Expenses Paid During Period- C June 1, 2023 to November 30, 2023

Fidelity® Government Cash Reserves	.41%
Actual		$ 1,000	$ 1,024.90	$ 2.08
Hypothetical-B		$ 1,000	$ 1,023.01	$ 2.08

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

B 5% return per year before expenses

C Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/ 365 (to reflect the one-half year period). The fees and expenses of any Underlying Funds are not included in each annualized expense ratio.

Distributions (Unaudited)

The dividend and capital gains distributions for the fund(s) are available on Fidelity.com or Institutional.Fidelity.com.

A total of 38.43% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates $2,703,468,786 of distributions paid in the calendar year 2022 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund designates $9,939,585,455 of distributions paid during the fiscal year ended 2023 as qualifying to be taxed as section 163(j) interest dividends.

The fund will notify shareholders in January 2024 of amounts for use in preparing 2023 income tax returns.

Board Approval of Investment Advisory Contracts

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Government Cash Reserves

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), considers the renewal of the fund's management contract with Fidelity Management & Research Company LLC (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. FMR and the sub-advisers are referred to herein as the Investment Advisers. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board's Operations Committee, of which all the Independent Trustees are members, meets regularly throughout the year and requests, receives and considers, among other matters, information related to the annual consideration of the renewal of the fund's Advisory Contracts before making its recommendation to the Board. The Board also meets as needed to review matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet from time to time with trustees of other Fidelity funds through joint ad hoc committees to discuss certain matters relevant to all of the Fidelity funds.

At its September 2023 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness relative to peer funds of the fund's management fee and total expense ratio; (iii) the total costs of the services provided by and the profits realized by FMR and its affiliates (Fidelity) from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and are realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders. The Board also considered the broad range of investment choices available to shareholders from FMR's competitors and that the fund's shareholders have chosen to invest in the fund, which is part of the Fidelity family of funds. The Board's decision to renew the Advisory Contracts was not based on any single factor.

The Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable in light of all of the surrounding circumstances.

Nature, Extent, and Quality of Services Provided. The Board considered the Investment Advisers' staffing as it relates to the fund, including the backgrounds and experience of investment personnel, and also considered the Investment Advisers' implementation of the fund's investment program. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, managing, training, and compensating investment personnel. The Board noted the resources devoted to Fidelity's global investment organization, and that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, cybersecurity, and technology and operations capabilities and resources, which are integral parts of the investment management process.

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

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value and convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information over the Internet and through telephone representatives, investor education materials and asset allocation tools. The Board also considered that it reviews customer service metrics such as telephone response times, continuity of services on the website and metrics addressing services at Fidelity Investor Centers.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds and/or the Fidelity funds in general.

Investment Performance. The Board took into account discussions that occur with representatives of the Investment Advisers, and reports that it receives, at Board meetings throughout the year relating to fund investment performance. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considered annualized return information for the fund for different time periods, measured against an appropriate peer group of funds with similar objectives (peer group). In its evaluation of fund investment performance at meetings throughout the year, the Board gave particular attention to information indicating underperformance of certain Fidelity funds over different time periods and discussed with the Investment Advisers the reasons for such underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. The Independent Trustees generally give greater weight to fund performance over longer time periods than over shorter time periods.

The Board recognizes that in interest rate environments where many competitors waive fees to maintain a minimum yield, relative money market fund performance on a net basis (after fees and expenses) may not be particularly meaningful due to miniscule performance differences among competitor funds. Depending on the circumstances, the Independent Trustees may be satisfied with a fund's performance notwithstanding that it lags its peer group for certain periods.

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

Competitiveness of Management Fee and Total Expense Ratio. The Board was provided with information regarding industry trends in management fees and expenses. In its review of the fund's management fee and total expense ratio, the Board considered the fund's management fee rate as well as other fund, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board recognized that the income-based component of the fund's management fee, which few competitors have, varies depending on the level of the fund's monthly gross income, providing for higher fees at higher income levels, and for lower fees at lower income levels. The Board also noted that Fidelity may agree to waive fees or reimburse expenses from time to time, and the extent to which, if any, it has done so for the fund.

Comparisons of Management Fees and Total Expense Ratios. Among other things, the Board reviewed data for selected groups of competitive funds and classes (referred to as "mapped groups") that were compiled by Fidelity based on combining similar investment objective categories (as classified by Lipper) that have comparable investment mandates. The data reviewed by the Board included (i) gross management fee comparisons (before taking into account expense reimbursements or caps) relative to the total universe of funds within the mapped group; (ii) gross management fee comparisons relative to a subset of non-Fidelity funds in the mapped group that are similar in size and management fee structure to the fund (referred to as the "asset size peer group"); (iii) total expense comparisons of the fund relative to funds and classes in the mapped group that have a similar sales load structure to the fund (referred to as the "similar sales load structure group"); and (iv) total expense comparisons of the fund relative to funds and classes in the similar sales load structure group that are similar in size and management fee structure to the fund (referred to as the "total expense asset size peer group").

The information provided to the Board indicated that the fund's management fee rate ranked below the competitive median of the mapped group for 2022 and below the competitive median of the asset size peer group for 2022. Further, the information provided to the Board indicated that the total expense ratio of the fund ranked above the competitive median of the similar sales load structure group for 2022 and above the competitive median of the total expense asset size peer group for 2022.

In the information provided to the Board, Fidelity noted that competitor comparisons for money market funds are challenging due, in part, to the frequent imposition of reimbursements and waivers on money market funds in recent years. The Board considered that Fidelity believes that excluding fee waivers and reimbursements provides a better total expense comparison until such waivers are less prevalent in competitor data. When fee waivers and reimbursements are excluded from competitor data, the fund's total expense ratio ranked below the competitive medians for 2022.

Other Contractual Arrangements. The Board further considered that the fund's management contract provides that FMR will reimburse the fund, in an amount not in excess of the fund's management fee for any fiscal year, if and to the extent that aggregate operating expenses, with certain exceptions, as a percentage of its average net assets, exceed 1.00%.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted that a joint ad hoc committee created by it and the boards of other Fidelity funds periodically reviews and compares Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds and also noted the most recent findings of the committee. The Board noted that the committee's review included a consideration of the differences in services provided, fees charged, and costs incurred, as well as competition in the markets serving the different categories of clients.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered. Further, based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the fund's total expense ratio was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationships with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies and the full Board approves such changes.

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

The Board also reviewed Fidelity's non-fund businesses and potential indirect benefits such businesses may have received as a result of their association with Fidelity's fund business (i.e., fall-out benefits) as well as cases where Fidelity's affiliates may benefit from the funds' business. The Board considered areas where potential indirect benefits to the Fidelity funds from their relationships with Fidelity may exist. The Board's consideration of these matters was informed by the findings of a joint ad hoc committee created by it and the boards of other Fidelity funds to evaluate potential fall-out benefits.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that a committee created by it and the boards of other Fidelity funds periodically analyzes whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total "group assets" increase, and for higher group fee rates as total "group assets" decrease ("group assets" as defined in the management contract). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that Fidelity agreed to impose a temporary fee waiver in the form of additional breakpoints to the current breakpoint schedule. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as "group assets" increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' advisory contracts, the Board requested and received additional information on certain topics, including: (i) Fidelity's fund profitability methodology, profitability trends for certain funds, the allocation of various costs to different funds, and the impact of certain factors on fund profitability results; (ii) portfolio manager changes that have occurred during the past year and Fidelity's views regarding portfolio manager investment in the Fidelity funds that they manage; (iii) hiring, training, and retaining personnel; (iv) the arrangements with and compensation paid to certain fund sub-advisers and the treatment of such compensation within Fidelity's fund profitability methodology; (v) the terms of the funds' various management fee structures, including the basic group fee and the terms of Fidelity's voluntary expense limitation arrangements; (vi) Fidelity's transfer agent, pricing and bookkeeping fees, expense and service structures for different funds and classes relative to competitive trends and market conditions; (vii) the impact on fund profitability of recent industry trends, such as the growth in passively managed funds and the changes in flows for different types of funds; (viii) the types of management fee and total expense comparisons provided, and the challenges and limitations associated with such information; (ix) explanations regarding the relative total expense ratios and management fees of certain funds and classes, total expense and management fee competitive trends, and methodologies for total expense and management fee competitive comparisons; (x) information concerning expense limitations applicable to certain funds; and (xi) matters related to money market funds, exchange-traded funds, and target date funds.

Conclusion. Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board, including the Independent Trustees, concluded that the advisory and sub-advisory fee arrangements are fair and reasonable in light of all of the surrounding circumstances and that the fund's Advisory Contracts should be renewed through September 30, 2024.

Proxy Voting Results

A special meeting of shareholders was held on October 18, 2023. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.
Proposal 1
To elect a Board of Trustees.
	# of Votes	% of Votes
Abigail P. Johnson
Affirmative	206,126,822,806.160	95.000
Withheld	10,567,357,472.370	5.000
TOTAL	216,694,180,278.530	100.000
Jennifer Toolin McAuliffe
Affirmative	205,922,514,106.350	95.000
Withheld	10,771,666,172.180	5.000
TOTAL	216,694,180,278.530	100.000
Christine J. Thompson
Affirmative	205,984,312,111.960	95.000
Withheld	10,709,868,166.570	5.000
TOTAL	216,694,180,278.530	100.000
Elizabeth S. Acton
Affirmative	205,376,522,847.190	95.000
Withheld	11,317,657,431.340	5.000
TOTAL	216,694,180,278.530	100.000
Laura M. Bishop
Affirmative	205,882,116,845.220	95.000
Withheld	10,812,063,433.310	5.000
TOTAL	216,694,180,278.530	100.000
Ann E. Dunwoody
Affirmative	205,591,512,126.860	95.000
Withheld	11,102,668,151.670	5.000
TOTAL	216,694,180,278.530	100.000
John Engler
Affirmative	205,016,490,901.370	95.000
Withheld	11,677,689,377.160	5.000
TOTAL	216,694,180,278.530	100.000
Robert F. Gartland
Affirmative	205,880,593,097.400	95.000
Withheld	10,813,587,181.130	5.000
TOTAL	216,694,180,278.530	100.000
Robert W. Helm
Affirmative	206,197,024,620.070	95.000
Withheld	10,497,155,658.460	5.000
TOTAL	216,694,180,278.530	100.000
Arthur E. Johnson
Affirmative	205,383,708,804.670	95.000
Withheld	11,310,471,473.860	5.000
TOTAL	216,694,180,278.530	100.000
Michael E. Kenneally
Affirmative	205,820,582,779.860	95.000
Withheld	10,873,597,498.670	5.000
TOTAL	216,694,180,278.530	100.000
Mark A. Murray
Affirmative	206,037,141,430.340	95.000
Withheld	10,657,038,848.190	5.000
TOTAL	216,694,180,278.530	100.000
Carol J. Zierhoffer
Affirmative	205,877,478,838.720	95.000
Withheld	10,816,701,439.810	5.000
TOTAL	216,694,180,278.530	100.000

Proposal 1 reflects trust wide proposal and voting results.

1.539092.126

CAS-ANN-0124

Item 2.

Code of Ethics

As of the end of the period, November 30, 2023, Fidelity Phillips Street Trust (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3.

Audit Committee Financial Expert

The Board of Trustees of the trust has determined that Elizabeth S. Acton is an audit committee financial expert, as defined in Item 3 of Form N-CSR. Ms. Acton is independent for purposes of Item 3 of Form N-CSR.

Item 4.

Principal Accountant Fees and Services

Fees and Services

The following table presents fees billed by PricewaterhouseCoopers LLP (“PwC”) in each of the last two fiscal years for services rendered to Fidelity Government Cash Reserves (the “Fund”):

Services Billed by PwC

November 30, 2023 Fees^A


	Audit Fees	Audit-Related Fees	Tax Fees	All Other Fees
Fidelity Government Cash Reserves	$58,500	$3,800	$2,100	$1,600

November 30, 2022 Fees^A


	Audit Fees	Audit-Related Fees	Tax Fees	All Other Fees
Fidelity Government Cash Reserves	$47,200	$3,600	$2,000	$1,600

^AAmounts may reflect rounding.

The following table(s) present(s) fees billed by PwC that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Fund(s) and that are rendered on behalf of Fidelity Management & Research Company LLC ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund(s) (“Fund Service Providers”):

Services Billed by PwC


	November 30, 2023^A	November 30, 2022^A
Audit-Related Fees	$8,284,200	$7,914,600
Tax Fees	$1,000	$1,000
All Other Fees	$-	$-

^A Amounts may reflect rounding.

“Audit-Related Fees” represent fees billed for assurance and related services that are reasonably related to the performance of the fund audit or the review of the fund's financial statements and that are not reported under Audit Fees.

“Tax Fees” represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the fund.

“All Other Fees” represent fees billed for services provided to the fund or Fund Service Provider, a significant portion of which are assurance related, that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.

Assurance services must be performed by an independent public accountant.

* * *

The aggregate non-audit fees billed by PwC for services rendered to the Fund(s), FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider for each of the last two fiscal years of the Fund(s) are as follows:


Billed By	November 30, 2023^A	November 30, 2022^A
PwC	$13,595,300	$12,890,200

^A Amounts may reflect rounding.

The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by PwC to Fund Service Providers to be compatible with maintaining the independence of PwC in its(their) audit of the Fund(s), taking into account representations from PwC, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Fund(s) and its(their) related entities and FMR’s review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund(s) Service Providers.

Audit Committee Pre-Approval Policies and Procedures

The trust’s Audit Committee must pre-approve all audit and non-audit services provided by a fund’s independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee’s consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund (“Covered Service”) are subject to approval by the Audit Committee before such service is provided.

All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair’s absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.

Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund are reported to the Audit Committee periodically.

Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X (“De Minimis Exception”)

There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Fund’s(s’) last two fiscal years relating to services provided to (i) the Fund(s) or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Fund(s).

The Registrant has not retained, for the preparation of the audit report on the financial statements included in the Form N-CSR, a registered public accounting firm that has a branch or office that is located in a foreign jurisdiction and that the Public Company Accounting Oversight Board (the “PCAOB”) has determined that the PCAOB is unable

to inspect or investigate completely because of a position taken by an authority in the foreign jurisdiction.

The Registrant is not a “foreign issuer,” as defined in 17 CFR 240.3b-4.

Item 5.

Audit Committee of Listed Registrants

Not applicable.

Item 6.

Investments

(a)

Not applicable.

(b)

Not applicable.

Item 7.

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8.

Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9.

Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10.

Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the trust’s Board of Trustees.

Item 11.

Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the trust’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the trust’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the trust’s internal control over financial reporting.

Item 12.

Disclosure of Securities Lending Activities for Closed-End Management

Investment Companies

Not applicable.

Item 18.

Recovery of Erroneously Awarded Compensation

(a)

Not applicable.

(b)

Not applicable.

Item 19.

Exhibits


(a)	(1)	Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.
(a)	(2)	Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.
(a)	(3)	Not applicable.
(b)		Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity Phillips Street Trust


By:	/s/Laura M. Del Prato
	Laura M. Del Prato
	President and Treasurer

Date:	January 22, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


By:	/s/Laura M. Del Prato
	Laura M. Del Prato
	President and Treasurer

Date:	January 22, 2024


By:	/s/John J. Burke III
	John J. Burke III
	Chief Financial Officer

Date:	January 22, 2024

Fidelity Phillips Street Trust N-CSRCertified annual shareholder report (management investment company)