Government Portfolio
Semi-Annual Report
December 31, 2021
Contents
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This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.
A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-PORT. Forms N-PORT are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-PORT may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.
NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE
Neither the Fund nor Fidelity Distributors Corporation is a bank.
Note to Shareholders:
Early in 2020, the outbreak and spread of COVID-19 emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and corporate earnings. On March 11, 2020, the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread. The pandemic prompted a number of measures to limit the spread of COVID-19, including travel and border restrictions, quarantines, and restrictions on large gatherings. In turn, these resulted in lower consumer activity, diminished demand for a wide range of products and services, disruption in manufacturing and supply chains, and – given the wide variability in outcomes regarding the outbreak – significant market uncertainty and volatility. To help stem the turmoil, the U.S. government took unprecedented action – in concert with the U.S. Federal Reserve and central banks around the world – to help support consumers, businesses, and the broader economy, and to limit disruption to the financial system.
In general, the overall impact of the pandemic lessened in 2021, amid a resilient economy and widespread distribution of three COVID-19 vaccines granted emergency use authorization from the U.S. Food and Drug Administration (FDA) early in the year. Still, the situation remains dynamic, and the extent and duration of its influence on financial markets and the economy is highly uncertain, due in part to a recent spike in cases based on highly contagious variants of the coronavirus.
Extreme events such as the COVID-19 crisis are exogenous shocks that can have significant adverse effects on mutual funds and their investments. Although multiple asset classes may be affected by market disruption, the duration and impact may not be the same for all types of assets. Fidelity is committed to helping you stay informed amid news about COVID-19 and during increased market volatility, and we continue to take extra steps to be responsive to customer needs. We encourage you to visit us online, where we offer ongoing updates, commentary, and analysis on the markets and our funds.
Investment Summary/Performance (Unaudited)
Effective Maturity Diversification as of December 31, 2021
| Days | % of fund's investments 12/31/21 |
| 1 - 7 | 21.2 |
| 8 - 30 | 11.7 |
| 31 - 60 | 30.1 |
| 61 - 90 | 20.0 |
| 91 - 180 | 16.0 |
| > 180 | 1.0 |
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)
| As of December 31, 2021 |
| | U.S. Treasury Debt | 75.6% |
| | U.S. Government Agency Debt | 22.5% |
| | Repurchase Agreements | 4.8% |
| | Net Other Assets (Liabilities)* | (2.9)% |
* Net Other Assets (Liabilities) are not included in the pie chart
Current 7-Day Yields
| | 12/31/21 |
| Government Portfolio | 0.01% |
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. A portion of the Fund's expenses was reimbursed and/or waived. Absent such reimbursements and/or waivers the yield for the period ending December 31, 2021, the most recent period shown in the table, would have been (0.14)%.
Schedule of Investments December 31, 2021 (Unaudited)
Showing Percentage of Net Assets
| U.S. Treasury Debt - 75.6% | | | | |
| | | Yield(a) | Principal Amount | Value |
| U.S. Treasury Inflation Protected Obligations - 0.0% | | | | |
| U.S. Treasury Notes | | | | |
| 1/15/22 | | 0.13% | $6,110,200 | $6,125,777 |
| U.S. Treasury Obligations - 75.6% | | | | |
| U.S. Treasury Bills | | | | |
| 1/4/22 to 6/30/22 | | 0.04 to 0.21 | 7,046,591,800 | 7,045,532,016 |
| U.S. Treasury Notes | | | | |
| 1/15/22 to 10/31/23 | | 0.02 to 0.24 (b) | 2,431,644,200 | 2,434,326,178 |
| | | | | 9,479,858,194 |
| TOTAL U.S. TREASURY DEBT | | | | |
| (Cost $9,485,983,971) | | | | 9,485,983,971 |
|
| U.S. Government Agency Debt - 22.5% | | | | |
| Federal Agencies - 22.5% | | | | |
| Fannie Mae | | | | |
| 3/11/22 to 7/29/22 | | 0.17 to 0.32 (b)(c) | 155,000,000 | 155,000,000 |
| Federal Farm Credit Bank | | | | |
| 1/7/22 to 3/25/22 | | 0.05 to 0.08 (b) | 167,000,000 | 166,992,069 |
| Federal Home Loan Bank | | | | |
| 1/5/22 to 12/15/22 | | 0.04 to 0.17 (b) | 2,414,186,000 | 2,414,086,400 |
| Freddie Mac | | | | |
| 4/18/22 to 8/18/22 | | 0.14 to 0.21 (b)(c) | 83,000,000 | 83,000,000 |
| TOTAL U.S. GOVERNMENT AGENCY DEBT | | | | |
| (Cost $2,819,078,469) | | | | 2,819,078,469 |
| U.S. Treasury Repurchase Agreement - 4.8% | | | |
| | | Maturity Amount | Value |
| In a joint trading account at 0.05% dated 12/31/21 due 1/3/22 (Collateralized by U.S. Treasury Obligations) # | | $555,204,313 | $555,202,000 |
| With: | | | |
| Citigroup Global Capital Markets, Inc. at 0.06%, dated 12/3/21 due 1/4/22 (Collateralized by U.S. Treasury Obligations valued at $27,541,501, 0.00% - 0.13%, 6/30/22 - 12/29/22) | | 27,001,440 | 27,000,000 |
| Deutsche Bank Securities, Inc. at 0.05%, dated 12/31/21 due 1/3/22 (Collateralized by U.S. Treasury Obligations valued at $8,160,039, 0.00%, 1/25/22) | | 8,000,033 | 8,000,000 |
| Societe Generale at 0.05%, dated 12/28/21 due 1/4/22 (Collateralized by U.S. Treasury Obligations valued at $9,209,392, 0.00% - 7.63%, 3/15/22 - 11/15/50) | | 9,000,088 | 9,000,000 |
| TD Securities (U.S.A.) at 0.05%, dated 12/31/21 due 1/3/22 (Collateralized by U.S. Treasury Obligations valued at $5,100,060, 2.50%, 3/31/23) | | 5,000,021 | 5,000,000 |
| TOTAL U.S. TREASURY REPURCHASE AGREEMENT | | | |
| (Cost $604,202,000) | | | 604,202,000 |
| TOTAL INVESTMENT IN SECURITIES - 102.9% | | | |
| (Cost $12,909,264,440) | | | 12,909,264,440 |
| NET OTHER ASSETS (LIABILITIES) - (2.9)% | | | (368,673,260) |
| NET ASSETS - 100% | | | $12,540,591,180 |
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.
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) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.
(c) Coupon is indexed to a floating interest rate which may be multiplied by a specified factor and/or subject to caps or floors.
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 those securities. For more information on valuation inputs please 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 |
| $555,202,000 due 1/03/22 at 0.05% | |
| Bank of Nova Scotia | $13,020,000 |
| BofA Securities Inc. | 8,137,000 |
| Credit Suisse AG NY | 3,255,000 |
| J.P. Morgan Securities LLC | 12,206,000 |
| Nomura Securities International | 518,584,000 |
| | $555,202,000 |
See accompanying notes which are an integral part of the financial statements.
Financial Statements
Statement of Assets and Liabilities
| | | December 31, 2021 (Unaudited) |
| Assets | | |
Investment in securities, at value (including repurchase agreements of $604,202,000) — See accompanying schedule:
Unaffiliated issuers (cost $12,909,264,440) | | $12,909,264,440 |
| Cash | | 741 |
| Receivable for investments sold | | 306 |
| Interest receivable | | 6,874,529 |
| Total assets | | 12,916,140,016 |
| Liabilities | | |
| Payable for investments purchased | $374,932,309 | |
| Distributions payable | 7,135 | |
| Accrued management fee | 609,392 | |
| Total liabilities | | 375,548,836 |
| Net Assets | | $12,540,591,180 |
| Net Assets consist of: | | |
| Paid in capital | | $12,540,608,953 |
| Total accumulated earnings (loss) | | (17,773) |
| Net Assets | | $12,540,591,180 |
| Net Asset Value, offering price and redemption price per share ($12,540,591,180 ÷ 12,537,918,754 shares) | | $1.00 |
See accompanying notes which are an integral part of the financial statements.
Statement of Operations
| | | Six months ended December 31, 2021 (Unaudited) |
| Investment Income | | |
| Interest | | $3,667,052 |
| Expenses | | |
| Management fee | $12,641,449 | |
| Independent trustees' fees and expenses | 146,509 | |
| Total expenses before reductions | 12,787,958 | |
| Expense reductions | (9,715,076) | |
| Total expenses after reductions | | 3,072,882 |
| Net investment income (loss) | | 594,170 |
| Realized and Unrealized Gain (Loss) | | |
| Net realized gain (loss) on: | | |
| Investment securities: | | |
| Unaffiliated issuers | | (45,253) |
| Total net realized gain (loss) | | (45,253) |
| Net increase in net assets resulting from operations | | $548,917 |
See accompanying notes which are an integral part of the financial statements.
Statement of Changes in Net Assets
| | Six months ended December 31, 2021 (Unaudited) | Year ended June 30, 2021 |
| Increase (Decrease) in Net Assets | | |
| Operations | | |
| Net investment income (loss) | $594,170 | $1,905,377 |
| Net realized gain (loss) | (45,253) | 39,526 |
| Net increase in net assets resulting from operations | 548,917 | 1,944,903 |
| Distributions to shareholders | (596,354) | (1,761,315) |
| Share transactions | | |
| Proceeds from sales of shares | 7,928,472,383 | 19,109,663,290 |
| Reinvestment of distributions | 561,955 | 1,602,047 |
| Cost of shares redeemed | (7,488,679,037) | (15,592,108,794) |
| Net increase (decrease) in net assets and shares resulting from share transactions | 440,355,301 | 3,519,156,543 |
| Total increase (decrease) in net assets | 440,307,864 | 3,519,340,131 |
| Net Assets | | |
| Beginning of period | 12,100,283,316 | 8,580,943,185 |
| End of period | $12,540,591,180 | $12,100,283,316 |
| Other Information | | |
| Shares | | |
| Sold | 7,928,472,383 | 19,109,663,290 |
| Issued in reinvestment of distributions | 561,955 | 1,602,047 |
| Redeemed | (7,488,679,037) | (15,592,108,794) |
| Net increase (decrease) | 440,355,301 | 3,519,156,543 |
See accompanying notes which are an integral part of the financial statements.
Financial Highlights
Government Portfolio
| | Six months ended (Unaudited) December 31, | Years endedJune 30, | | | | |
| | 2021 | 2021 | 2020 | 2019 | 2018 | 2017 |
| Selected Per–Share Data | | | | | | |
| Net asset value, beginning of period | $1.00 | $1.00 | $1.00 | $1.00 | $1.00 | $1.00 |
| Income from Investment Operations | | | | | | |
| Net investment income (loss) | –A | –A | .013 | .021 | .012 | .004 |
| Distributions from net investment income | –A | –A | (.013) | (.021) | (.012) | (.004) |
| Net asset value, end of period | $1.00 | $1.00 | $1.00 | $1.00 | $1.00 | $1.00 |
| Total ReturnB,C | .01% | .02% | 1.31% | 2.13% | 1.19% | .42% |
| Ratios to Average Net AssetsD,E | | | | | | |
| Expenses before reductions | .21%F | .22% | .23% | .23% | .23% | .23% |
| Expenses net of fee waivers, if any | .05%F | .09% | .17% | .18% | .18% | .18% |
| Expenses net of all reductions | .05%F | .09% | .17% | .18% | .18% | .18% |
| Net investment income (loss) | .01%F | .02% | 1.23% | 2.14% | 1.19% | .42% |
| Supplemental Data | | | | | | |
| Net assets, end of period (000 omitted) | $12,540,591 | $12,100,283 | $8,580,943 | $6,132,802 | $4,918,901 | $4,690,506 |
A Amount represents less than $.0005 per share.
B Total returns for periods of less than one year are not annualized.
C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.
D Fees and expenses of any underlying mutual funds or exchange-traded funds (ETFs) are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of these expenses.
E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed, waived, or reduced through arrangements with the investment adviser, brokerage services, or other offset arrangements, if applicable, and do not represent the amount paid by the class during periods when reimbursements, waivers or reductions occur.
F Annualized
See accompanying notes which are an integral part of the financial statements.
Notes to Financial Statements (Unaudited)
For the period ended December 31, 2021
1. Organization.
Government Portfolio (the Fund) is a fund of The North Carolina Capital Management Trust (the Trust). The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Shares of the Trust are offered exclusively to local government and public authorities of the state of North Carolina. The Fund is authorized to issue an unlimited number of shares.
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 – 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. 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. The principal amount on inflation-indexed securities is periodically adjusted to the rate of inflation and interest is accrued based on the principal amount. The adjustments to principal due to inflation are reflected as increases or decreases to Interest in the accompanying Statement of Operations.
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.
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. 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 losses deferred due to wash sales.
As of period end, the cost and unrealized appreciation (depreciation) in securities for federal income tax purposes were as follows:
| Gross unrealized appreciation | $33,619 |
| Gross unrealized depreciation | (33,619) |
| Net unrealized appreciation (depreciation) | $– |
| Tax cost | $12,909,264,440 |
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 provides the Fund with investment management related services for which the Fund pays a monthly management fee based upon a graduated series of annual rates ranging between .195% and .275% of average net assets. The investment adviser pays all other expenses, except the compensation of the independent Trustees and certain exceptions such as interest expense. The management fee is reduced by an amount equal to the fees and expenses paid by the Fund to the independent Trustees. For the reporting period the Fund's annualized management fee rate, expressed as a percentage of average net assets, was as follows:
| Government Portfolio | .21% |
Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted a separate Distribution and Service plan. The Fund does not pay any fees for these services. The investment adviser pays Fidelity Distributors Company LLC (FDC), an affiliate of the investment adviser, a Distribution and Service fee from the management fee paid by the Fund based on a graduated series of rates ranging from .06% to .08% of average net assets. For the period, the investment adviser paid FDC $2,275,079 on behalf of the Fund, all of which was paid to the Capital Management of the Carolinas LLC.
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.
The investment adviser or its affiliates voluntarily agreed to waive a portion of the Fund's management fee during the period. The amount of the waiver for the Fund was as follows:
| Government Portfolio | $5,325,228 |
Additionally, the investment adviser or its affiliates voluntarily agreed to waive certain fees in order to avoid a negative yield. Such arrangements may be discontinued by the investment adviser at any time. For the period, the amount of the waiver was $4,372,210.
Through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's expenses by $17,638.
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. Coronavirus (COVID-19) Pandemic.
An outbreak of COVID-19 first detected in China during December 2019 has since spread globally and was declared a pandemic by the World Health Organization during March 2020. Developments that disrupt global economies and financial markets, such as the COVID-19 pandemic, may magnify factors that affect the Fund's performance.
Shareholder Expense Example
As a shareholder, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or redemption proceeds, as applicable and (2) ongoing costs, which generally include management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in a fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2021 to December 31, 2021).
Actual Expenses
The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class/Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. If any fund is a shareholder of any underlying mutual funds or exchange-traded funds (ETFs) (the Underlying Funds), such fund indirectly bears its proportional share of the expenses of the Underlying Funds in addition to the direct expenses incurred presented in the table. These fees and expenses are not included in the annualized expense ratio used to calculate the expense estimate in the table below.
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
July 1, 2021 | Ending
Account Value
December 31, 2021 | Expenses Paid
During Period-B
July 1, 2021
to December 31, 2021 |
| Government Portfolio | .05% | | | |
| Actual | | $1,000.00 | $1,000.10 | $.25** |
| Hypothetical-C | | $1,000.00 | $1,024.95 | $.26** |
A Annualized expense ratio reflects expenses net of applicable fee waivers.
B Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/ 365 (to reflect the one-half year period). The fees and expenses of any Underlying Funds are not included in each annualized expense ratio.
C 5% return per year before expenses
** If certain fees were not voluntarily waived by the investment adviser or its affiliates during the period, the annualized expense ratio and the expenses paid in the actual and hypothetical examples above would have been as shown in table below:
| | Annualized Expense Ratio-(a)
| Expenses Paid
|
| Government Portfolio | .12% | |
| Actual | | $.60 |
| Hypothetical-(b) | | $.61 |
(a) Annualized expense ratio reflects expenses net of applicable fee waivers.
(b) 5% return per year before expenses
Board Approval of Investment Advisory Contracts and Management Fees
Government Portfolio
Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company LLC (FMR) and 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. While the full Board or the Independent Trustees, as appropriate, act on all major matters, a portion of the activities of the Board (including certain of those described herein) may be conducted through the Board's Audit Committee. All of the Independent Trustees are members of the Audit Committee.
At its October 2021 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 of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits realized by Fidelity from its relationships with the fund; (iv) the extent to which, if any, economies of scale exist and are realized as the fund grows; and (v) whether any economies of scale are appropriately shared with fund shareholders.
In considering whether to renew the Advisory Contracts for the fund, 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. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders in the fund have other investment choices available to them, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.
Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. 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. The Board also considered the steps Fidelity had taken to ensure the continued provision of high quality services to the fund during the COVID-19 pandemic.
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, training, managing, 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 sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board also 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 the Investment Advisers' supervision of, and coordination with, third party service providers, principally Capital Management of the Carolinas (CMC), the fund's regional distributor, as well as the third parties acting as the fund's custodian and sub-custodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.
Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions.
The Board took into account discussions that occur at Board meetings throughout the year with representatives of the Investment Advisers about fund investment performance. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance, measured over multiple periods against an appropriate peer group of mutual funds with similar objectives. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2020, the fund's cumulative total returns and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund.
The box within each chart shows the 25th percentile return (top of box, 75% beaten) and the 75th percentile return (bottom of box, 25% beaten) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.
The Board reviewed Government Portfolio's relative investment performance against its peer group and noted that the performance of the fund was in the first quartile for all the periods shown.
The Board noted that the fund's performance is also influenced by the investment parameters imposed by the laws of North Carolina, which restrict the flexibility of the fund when compared to other funds in its Lipper universe. For example, unlike other institutional money market funds, the fund may not engage in reverse repurchase agreements or invest in certain certificates of deposit and repurchase agreements that are backed by collateral other than U.S. government securities, the use of which might increase yield.
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 shareholders of the fund.
Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.
Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures are also comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (
e.g., flat rate charged for advisory services, all-inclusive fee rate,
etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than a fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the charts below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee rate ranked, is also included in the chart and was considered by the Board. Because the vast majority of competitor funds' management fees do not cover non-management expenses, for periods prior to 2017, the fund was compared on the basis of a hypothetical "net management fee," which was derived by subtracting payments made by FMR for non-advisory expenses, such as transfer agent, pricing and bookkeeping, audit and custody fees, from the fund's all-inclusive fee. In this regard, the Board noted that net management fees could vary from year to year because of differences in non-management expenses. Fidelity no longer considers the hypothetical net management fee to be a meaningful management fee comparison for the funds. As a result, the chart below does not include a hypothetical net management fee for periods after 2016.
* Due to a methodology change in 2017, Fidelity no longer uses hypothetical net management fees for primary comparisons.
The Board noted that the management fee rate for Government Portfolio ranked above its Total Mapped Group and ASPG medians for 2020.
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.
Total Expense Ratio. In its review of the fund's total expense ratio, the Board considered the fund's all-inclusive management fee as well as other expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees, paid by FMR under the all-inclusive arrangement. 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. As part of its review, the Board also considered the current and historical total expense ratios of the fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure. The Board also considered information concerning the total expense ratios of the ASPG.
The Board noted that the fund's total expense ratio ranked below its respective competitive medians for 2020.
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 mutual funds advised or sub-advised by Fidelity, pension plan clients, and other institutional clients. The Board noted that the management fee charged by Fidelity to the fund is among the lowest in the Fidelity complex.
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 the fund.
On an annual basis, Fidelity presents to the Board information about the profitability of its relationships with the fund. Fidelity calculates profitability information for the fund 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 mutual 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 considered whether there were any potential fall-out benefits that FMR derives from its relationship with the fund. The Board concluded that FMR did not derive any fall-out benefits and that any potential fall-out benefits would be de minimis.
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 fund, whether the fund has 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 reductions.
The Board concluded 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 Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund profitability of other funds advised by FMR and the impact of certain factors on fund profitability results and services provided to the fund; (ii) the fees paid by other comparable money market funds advised by FMR and institutional accounts for which FMR or one or more of its affiliates provides investment advisory services; (iii) the management fees and expenses paid by other mutual funds managed by third parties that have investment objectives similar to Government Portfolio; (iv) Fidelity's and CMC's voluntary waiver of fees for the Government Portfolio and the extent to which shareholders receive the benefit of such waivers and the impact of the waivers on fund profitability; (v) Fidelity's investment in cybersecurity; (vi) portfolio manager compensation and other personnel matters; (vii) risk and compliance oversight measures in a remote working environment during the COVID-19 pandemic; and (viii) any environmental, social, and governance (ESG) considerations in Fidelity's investment research.
Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee arrangements are fair and reasonable, and that the fund's Advisory Contracts should be renewed.
Investment Adviser
Fidelity Management & Research Company
Boston, MA
Sub-Advisers
Fidelity Investments Money Management, Inc.
FMR Investment Management (U.K.) Limited
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited
Custodian
The Bank of New York Mellon
New York, NY
Transfer and Service Agents
Fidelity Investments Institutional Operations Company, Inc.
Boston, MA
Fidelity Service Company, Inc.
Boston, MA
Distribution Agent
Capital Management of the Carolinas, L.L.C.
Charlotte, NC
NCX-SANN-0322
1.540079.124
