SCHEDULE 14A INFORMATION |
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PROXY STATEMENT PURSUANT TO SECTION 14(a) |
OF THE SECURITIES EXCHANGE ACT OF 1934 |
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| Filed by the Registrant | [X] |
| Filed by a Party other than the Registrant | [ ] |
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Check the appropriate box: |
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[ ] | Preliminary Proxy Statement |
[ ] | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
[ ] | Definitive Proxy Statement |
[X] | Definitive Additional Materials |
[ ] | Soliciting Material under Rule 14a-12 |
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| Fidelity Salem Street Trust |
| (Name of Registrant as Specified In Its Charter) |
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Payment of Filing Fee (Check the appropriate box): |
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[X] | No fee required. |
[ ] | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| (1) | Title of each class of securities to which transaction applies: |
| (2) | Aggregate number of securities to which transaction applies: |
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11: |
| (4) | Proposed maximum aggregate value of transaction: |
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[ ] | Fee paid previously with preliminary materials. |
[ ] | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
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SHAREHOLDER UPDATE
Money Market Portfolio
A Fund of Fidelity Salem Street Trust
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URGENT PROXY VOTING REQUEST |
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A few weeks ago we mailed you proxy information to enable you to vote on important proposals that affect the funds and your investment in them. This information describes each proposal and asks for your vote on these important issues.
Your vote is important, no matter how large or small your holdings may be.
We are writing to remind you that your participation is extremely important.The Special Meeting of Shareholders originally scheduled for May 12, 2015 was adjourned to June 8, 2015 at 8:30 a.m. Eastern Time (ET) because of insufficient shareholder response to recent proxy mailings.Until we receive a sufficient number of votes, the shareholder meeting cannot be held. If you do not plan to cast your vote at the meeting on June 8, 2015, please indicate your vote on the enclosed proxy card(s). Shareholders who hold more than one account in a fund will receive a separate card for each account and should vote each card.
Voting is quick and easy. Please vote now using one of these options:
1. Vote By Touch-Tone Phone
Please call the toll-free number printed on your proxy card(s) and follow the recorded instructions. The service is available 7 days a week, 24 hours a day.
2. Vote by Internet
Please visit the web site indicated on the enclosed proxy card(s) and follow the on-line instructions.
3. Vote by Mail
Please mail your signed proxy card(s) in the enclosed postage-paid envelope.
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PLEASE VOTE YOUR PROXY NOW |
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Please note, D.F. King & Co., Inc. may be utilized to solicit shareholder votes by telephone on behalf of the funds. The funds may also arrange to have votes recorded by telephone. In the event that you receive a telephone call from a D.F. King & Co., Inc. representative, you may be asked to verify certain personal information for identification verification.
If you have already voted, thank you for your response. If you have any further questions or would like to receive another copy of the proxy statement, please call Fidelity at 1-877-208-0098 (Advisor Classes), 1-800-535-5092 (Class F and Institutional Class and Fidelity Advantage® Institutional Class of Spartan Index Funds), and 1-800-544-8544 (all other classes). We appreciate your immediate attention. Thank you.
Important information to help you
understand and vote on the proposals
Please read the full text of the proxy statement. Below is a brief overview of the proposals to be voted upon. Your vote is important. We appreciate you placing your trust in Fidelity and look forward to continuing to help you achieve your financial goals.
What proposals am I being asked to vote on?
You are being asked to vote on the following proposals, depending on the funds in which you invest:
1. For each fund, to elect a Board of Trustees. You are being asked to elect a Board of Trustees to oversee your fund.
2. For Money Market Portfolio (Select Money Market) only, to approve a reorganization between Select Money Market and Fidelity Money Market Fund. Specifically, you are being asked to approve an Agreement and Plan of Reorganization relating to the proposed acquisition of Select Money Market by Fidelity Money Market Fund.
3. For Fidelity Investment Grade Bond Fund and Spartan U.S. Bond Index Fund only, a shareholder proposal requesting that the Board of Trustees institute "procedures to prevent holding investments in companies that, in management's judgment, substantially contribute to genocide or crimes against humanity." Certain shareholders have advised these funds that they intend to present the shareholder proposal at the Meeting. For the reasons set forth after the proposal, the Board of Trustees recommends a vote "AGAINST" the proposal.
Has the funds' Board of Trustees approved each proposal?
Each of the proposals has been carefully reviewed by the Board of Trustees. The Trustees believe that two of the proposals - election of the Board of Trustees and the reorganization of Select Money Market into Fidelity Money Market Fund - are in the best interests of shareholders and recommend that you voteFOR these proposals.
The Board of Trustees also carefully considered the proposal submitted by certain shareholders of Fidelity Investment Grade Bond Fund and Spartan U.S. Bond Index Fund requesting that the Board institute "procedures to prevent holding investments in companies that, in management's judgment, substantially contribute to genocide or crimes against humanity," and recommends that you voteAGAINST the proposal.
1.For each fund, to elect a Board of Trustees.
What role does the Board play?
The Trustees serve as the fund shareholders' representatives. Members of the Board are fiduciaries and have an obligation to serve the best interests of shareholders. In addition, the Trustees review fund performance, oversee fund activities, and review contractual arrangements with companies that provide services to the funds, including Fidelity.
What is the affiliation of the Board and Fidelity?
The purpose of the Board is to ensure that shareholders' best interests are protected in the operation of a mutual fund. The Board has nominated 10 individuals to serve as trustees for your fund. There are currently one "interested" and eight "independent" trustees. Trustees are determined to be "interested" by virtue of, among other things, their affiliation with the funds, Fidelity Management & Research Company (FMR), or other entities under common control with FMR. Interested trustees are compensated by FMR. Independent trustees have no affiliation with FMR and are compensated by each individual fund.
Are Board members paid?
Each independent trustee receives a fee for his or her service on the Board. You can find the compensation table, which details these fees, in the proxy statement.
2.For Select Money Market only, to approve an Agreement and Plan of Reorganization relating to the proposed acquisition of Select Money Market by Fidelity Money Market Fund.
What am I being asked to vote on in this proposal?
You are being asked to vote on a reorganization between Select Money Market and Fidelity Money Market Fund. Specifically, you are being asked to approve an Agreement and Plan of Reorganization (Agreement) relating to the proposed acquisition of Select Money Market by Fidelity Money Market Fund.
If the Agreement is approved by Select Money Market shareholders and the reorganization occurs, each shareholder of Select Money Market will become a shareholder of Fidelity Money Market Fund. Select Money Market will transfer all of its assets to Fidelity Money Market Fund in exchange for shares of Fidelity Money Market Fund and the assumption by Fidelity Money Market Fund of Select Money Market's liabilities in complete liquidation of Select Money Market.
What are the reasons for and advantages of the proposed reorganization?
The proposal to reorganize Select Money Market into Fidelity Money Market Fund is part of a larger effort by Fidelity to streamline its money market fund offerings and make it easier for investors to select a fund or class that meets their needs. The reorganization will enable Select Money Market shareholders to pursue a substantially similar investment objective and the same investment strategies in a larger combined fund with identical total expenses.
Do the funds have similar investment objectives and policies?
Yes. The funds have substantially similar investment objectives and the same principal investment strategies. Currently, both funds operate as "prime" money market funds, which means that they can invest in high-quality, U.S. dollar-denominated, short-term money market securities from government and private issuers, including corporations and banks.
Who bears the expenses associated with the reorganization?
As is typically the case with fund proposals intended to benefit existing shareholders, Select Money Market will bear the cost of the reorganization.
Is the reorganization considered a taxable event for federal income tax purposes?
No. The reorganization will not result in any gain or loss for federal income tax purposes either to Select Money Market or Fidelity Money Market Fund or to the shareholders of either fund. As a result, a shareholder's exchange of his or her shares of Select Money Market for shares of Fidelity Money Market Fund in the merger transaction will not result in recognition of gain or loss for federal income tax purposes.
Select Money Market will be required to distribute any net realized capital gains (to the extent not offset by the fund's capital loss carryforwards) and any net investment income to shareholders prior to the reorganization closing. Any such distributions will be taxable for taxable shareholders (even if reinvested into the fund).
How will the reorganization impact the expenses of Select Money Market?
As discussed more fully in the prospectus and proxy statement, the reorganization is expected to have no impact on the total operating expenses for shareholders of Select Money Market for a period of three years following the reorganization as a result of an expense limitation arrangement implemented by FMR.
What are your plans for Select Money Market in the event shareholders do not approve the reorganization proposal?
If shareholders of the fund do not approve the reorganization, FMR will consider other options including recommending the liquidation of the fund.
General Questions on the Proxy
What if there are not enough votes to reach quorum by the scheduled shareholder meeting date or if the proposal is not approved?
To facilitate receiving a sufficient number of votes, we may need to take further action. D.F. King & Co., Inc., a proxy solicitation firm, or Fidelity may contact you by mail or telephone. Therefore, we encourage shareholders to vote as soon as they review the enclosed proxy materials to avoid additional mailings or telephone calls.
If there are not sufficient votes to approve your fund's proposal by the time of your shareholder meeting (May 12, 2015), the meeting may be adjourned to permit further solicitation of proxy votes.
Who is D.F. King & Co., Inc.?
D.F. King is a third party proxy vendor that Fidelity hires to call shareholders and record proxy votes. To hold a shareholder meeting, quorum must be reached. If quorum is not attained, the meeting may adjourn to a future date. Fidelity attempts to reach shareholders via multiple mailings to remind them to cast their vote. As the meeting approaches, phone calls may be made to clients who have not yet voted their shares so that the shareholder meeting does not have to be postponed.
Voting your shares immediately will help minimize additional solicitation expenses and prevent the need to make a call to you to solicit your vote.
How many votes am I entitled to cast?
As a shareholder, you are entitled to one vote for each dollar of net asset value you own of each of the funds on the record date. The record date is March 16, 2015.
How do I vote my shares?
You can vote your shares by completing and signing the enclosed proxy card(s) and mailing them in the enclosed postage-paid envelope. You may also vote by touch-tone telephone by calling the toll-free number printed on your proxy card(s) and following the recorded instructions. In addition, you may vote through the internet by visiting the web site indicated on your proxy card and following the on-line instructions. If you need any assistance, or have any questions regarding the proposals or how to vote your shares, please call Fidelity at 1-877-208-0098 (Advisor Classes), 1-800-835-5092 (Class F and Institutional Class and Fidelity Advantage® Institutional Class of Spartan Index Funds), and 1-800-544-8544 (all other classes).
How do I sign the proxy card?
Individual Accounts: | Shareholders should sign exactly as their names appear on the account registration shown on the card. |
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Joint Accounts: | Either owner may sign, but the name of the person signing should conform exactly to a name shown in the registration. |
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All Other Accounts: | The person signing must indicate his or her capacity. For example, a trustee for a trust or other entity should sign, "Ann B. Collins, Trustee." |
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An investment in a money market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund.
Before investing, consider the funds' investment objectives, risks, charges, and expenses. Contact Fidelity for a prospectus or, if available, a summary prospectus containing this information. Read it carefully.
Fidelity Brokerage Services LLC, Member NYSE, SIPC
900 Salem Street, Smithfield, RI 02917
Fidelity Investments Institutional Services Company, Inc.
500 Salem Street, Smithfield, RI 02917
National Financial Services LLC, Member NYSE, SIPC,
200 Seaport Boulevard, Boston, MA 02210
FSAST-ADJ-0315 1.9865426.100 |  | 716977.4.0 (copyright) 2015 FMR LLC. All rights reserved. |
