UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES


Investment Company Act file number   811-02546


Fidelity Commonwealth Trust

 (Exact name of registrant as specified in charter)


245 Summer St., Boston, MA 02210

 (Address of principal executive offices)       (Zip code)


Cynthia Lo Bessette, Secretary

245 Summer St.

Boston, Massachusetts  02210

(Name and address of agent for service)



Registrant's telephone number, including area code:

617-563-7000



Date of fiscal year end:

November 30



Date of reporting period:

May 31, 2020


Item 1.

Reports to Stockholders




Fidelity® Nasdaq Composite Index® Tracking Stock



Semi-Annual Report

May 31, 2020

Fidelity Investments
See the inside front cover for important information about access to your fund’s shareholder reports.


Fidelity Investments

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of a fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the fund or from your financial intermediary, such as a financial advisor, broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from a fund electronically, by contacting your financial intermediary. For Fidelity customers, visit Fidelity's web site or call Fidelity using the contact information listed below.

You may elect to receive all future reports in paper free of charge. If you wish to continue receiving paper copies of your shareholder reports, you may contact your financial intermediary or, if you are a Fidelity customer, visit Fidelity’s website, or call Fidelity at the applicable toll-free number listed below. Your election to receive reports in paper will apply to all funds held with the fund complex/your financial intermediary.

Account Type Website Phone Number 
Brokerage, Mutual Fund, or Annuity Contracts: fidelity.com/mailpreferences 1-800-343-3548 
Employer Provided Retirement Accounts: netbenefits.fidelity.com/preferences (choose 'no' under Required Disclosures to continue to print) 1-800-343-0860 
Advisor Sold Accounts Serviced Through Your Financial Intermediary: Contact Your Financial Intermediary Your Financial Intermediary's phone number 
Advisor Sold Accounts Serviced by Fidelity: institutional.fidelity.com 1-877-208-0098 


Contents

Note to Shareholders

Premium/Discount Analysis (Unaudited)

Investment Summary

Schedule of Investments

Financial Statements

Notes to Financial Statements

Shareholder Expense Example

Board Approval of Investment Advisory Contracts and Management Fees

Liquidity Risk Management Program


To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-FIDELITY to request a free copy of the proxy voting guidelines.

Nasdaq®, OMX®, NASDAQ OMX®, Nasdaq Composite®, and The Nasdaq Stock Market®, Inc. are registered trademarks of The NASDAQ OMXGroup, Inc. (which with its Affiliates are the Corporations) and are licensed for use by Fidelity. The product has not been passed on by the Corporations as to its legality or suitability. The product is not issued, endorsed or sold by the Corporations. The Corporations make no warranties and bear no liability with respect to shares of the product.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2020 FMR LLC. All rights reserved.



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.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.institutional.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Note to shareholders:
(No Action is Required by You)

As part of a regular review of its organizational structure, Fidelity has decided to merge certain entities to streamline operations, increase efficiency, simplify reporting, and reduce legal, compliance, and accounting complexity and costs. In separate events, Fidelity has merged four of its investment advisers and two of its broker-dealers.

Effective on or about January 1, 2020, following any required regulatory notices and approvals:

Investment advisers Fidelity Investments Money Management, Inc., FMR Co., Inc., and Fidelity SelectCo, LLC, merged with and into Fidelity Management & Research Company. In connection with the merger transactions, the resulting, merged investment adviser was then redomiciled from Massachusetts to Delaware, changed its corporate structure from a corporation to a limited liability company, and changed its name to “Fidelity Management & Research Company LLC”.

Broker-dealer Fidelity Distributors Corporation merged with and into Fidelity Investments Institutional Services Company, Inc. (“FIISC”). FIISC was then redomiciled from Massachusetts to Delaware, changed its corporate structure from a corporation to a limited liability company, and changed its name to “Fidelity Distributors Company LLC”.

These mergers are not expected to affect fund shareholders or Fidelity clients, nor are they expected to result in any changes to the day-to-day management of Fidelity’s brokerage services, the Fidelity funds, their investment policies and practices, their portfolio management teams, or the funds’ expenses.

Early in 2020, the outbreak and spread of a new coronavirus emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and the outlook for corporate earnings. The virus causes a respiratory disease known as COVID-19. On March 11, the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread.

In the weeks following, as the crisis worsened, we witnessed an escalating human tragedy with wide-scale social and economic consequences from coronavirus-containment measures. The outbreak of COVID-19 prompted a number of measures to limit the spread, 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. Amid 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.

The situation continues to unfold, and the extent and duration of its impact on financial markets and the economy remain highly uncertain. Extreme events such as the coronavirus 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’re taking extra steps to be responsive to customer needs. We encourage you to visit our websites, where we offer ongoing updates, commentary, and analysis on the markets and our funds.

Premium/Discount Analysis (Unaudited)

Shares of Fidelity® Nasdaq Composite Index® Tracking Stock (the fund) are listed on The Nasdaq Stock Market® and can be bought and sold on the secondary market at market prices. Although the market price is expected to approximate the fund's NAV, it is possible that the market price and NAV will vary significantly. The closing market price is the daily closing price as reported on The Nasdaq Stock Market.

Premiums or discounts are the differences (expressed as a basis point differential with 1 basis point equaling 1/100 of 1%) between the fund's NAV and closing market price. A premium indicates that the closing market price is trading above the NAV. A discount indicates that the closing market price is trading below the NAV. A discrepancy may exist with respect to the timing of when the NAV is calculated and the determination of the closing market price.

The chart below presents information about the differences between the fund's daily closing market price and the fund's NAV.

Shares of Fidelity® Nasdaq Composite Index® Tracking Stock (the fund) are listed on The Nasdaq Stock Market® and can be bought and sold on the secondary market at market prices. Although the market price is expected to approximate the fund's NAV, it is possible that the market price and NAV will vary significantly. The closing market price is the daily closing price as reported on The Nasdaq Stock Market.  Premiums or discounts are the differences (expressed as a basis point differential with 1 basis point equaling 1/100 of 1%) between the fund's NAV and closing market price. A premium indicates that the closing market price is trading above the NAV. A discount indicates that the closing market price is trading below the NAV. A discrepancy may exist with respect to the timing of when the NAV is calculated and the determination of the closing market price.  The chart below presents information about the differences between the fund's daily closing market price and the fund's NAV. 

Period Ended May 31, 2020

From June 1, 2015 to May 31, 2020 Closing Price Below NAV Closing Price Above or Equal to NAV 
Basis Point Differential Number of Days % of Total Days Number of Days % of Total Days 
0 - <25 352 27.96% 825 65.53% 
25 - <50 12 0.95% 63 5.00% 
50 - <75 -- 0.32% 
75 - <100 -- 0.08% 
100 or above -- 0.16% 
Total 364 28.91% 895 71.09% 

Investment Summary (Unaudited)

Top Ten Stocks as of May 31, 2020

 % of fund's net assets 
Microsoft Corp. 9.7 
Apple, Inc. 9.7 
Amazon.com, Inc. 8.5 
Facebook, Inc. Class A 3.8 
Alphabet, Inc. Class C 3.4 
Alphabet, Inc. Class A 3.0 
Intel Corp. 1.9 
NVIDIA Corp. 1.5 
Cisco Systems, Inc. 1.4 
Adobe, Inc. 1.3 
 44.2 

Top Market Sectors as of May 31, 2020

 % of fund's net assets 
Information Technology 41.9 
Communication Services 17.6 
Consumer Discretionary 15.1 
Health Care 10.9 
Financials 4.4 
Consumer Staples 4.1 
Industrials 3.4 
Real Estate 1.1 
Utilities 0.7 
Materials 0.3 

Asset Allocation (% of fund's net assets)

As of May 31, 2020 * 
   Stocks and Equity Futures 100.0% 


 * Foreign investments - 5.2%

Schedule of Investments May 31, 2020 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.7%   
 Shares Value 
COMMUNICATION SERVICES - 17.6%   
Diversified Telecommunication Services - 0.1%   
ATN International, Inc. 4,018 $238,669 
Bandwidth, Inc. (a)(b) 4,104 454,928 
Cogent Communications Group, Inc. 9,251 707,887 
Consolidated Communications Holdings, Inc. (b) 28,927 175,298 
GCI Liberty, Inc. (a) 18,088 1,251,509 
Iridium Communications, Inc. (a) 26,593 611,639 
PDVWireless, Inc. (a) 4,619 247,578 
Vonage Holdings Corp. (a) 52,680 507,308 
  4,194,816 
Entertainment - 2.4%   
Activision Blizzard, Inc. 138,693 9,983,122 
Bilibili, Inc. ADR (a) 31,250 1,013,438 
Electronic Arts, Inc. (a) 51,299 6,303,621 
iQIYI, Inc. ADR (a) 56,692 940,520 
LiveXLive Media, Inc. (a) 43,378 124,061 
NetEase, Inc. ADR 13,267 5,079,934 
Netflix, Inc. (a) 78,630 33,003,370 
Roku, Inc. Class A (a) 18,183 1,991,220 
Take-Two Interactive Software, Inc. (a) 20,911 2,847,451 
Zynga, Inc. (a) 172,255 1,576,133 
  62,862,870 
Interactive Media & Services - 10.9%   
Alphabet, Inc.:   
Class A (a) 53,670 76,937,018 
Class C (a) 61,016 87,186,983 
Baidu.com, Inc. sponsored ADR (a) 50,227 5,351,687 
CarGurus, Inc. Class A (a) 18,851 489,749 
Facebook, Inc. Class A (a) 430,462 96,892,692 
IAC/InterActiveCorp (a) 14,365 3,883,865 
Luokung Technology Corp. (a) 61,953 29,285 
Match Group, Inc. (a)(b) 13,534 1,205,067 
Momo, Inc. ADR 31,934 619,520 
Qutoutiao, Inc. ADR (a)(b) 45,219 107,621 
SINA Corp. (a) 13,740 430,199 
TripAdvisor, Inc. 25,666 494,840 
Weibo Corp. sponsored ADR (a)(b) 15,477 476,227 
Yandex NV Series A (a)(b) 53,840 2,165,983 
YY, Inc. ADR (a) 9,261 565,384 
Zillow Group, Inc.:   
Class A (a) 12,263 710,763 
Class C (a)(b) 27,538 1,596,929 
  279,143,812 
Media - 3.2%   
AMC Networks, Inc. Class A (a)(b) 10,199 288,326 
Cardlytics, Inc. (a) 5,933 403,978 
Charter Communications, Inc. Class A (a) 37,565 20,435,360 
Comcast Corp. Class A 814,488 32,253,725 
comScore, Inc. (a) 41,517 156,312 
Criteo SA sponsored ADR (a) 19,102 195,796 
Discovery Communications, Inc.:   
Class A (a)(b) 27,955 608,021 
Class C (non-vtg.) (a) 65,253 1,278,306 
DISH Network Corp. Class A (a) 54,112 1,712,645 
Fox Corp.:   
Class A 64,789 1,889,895 
Class B 49,181 1,415,429 
Liberty Broadband Corp.:   
Class A (a) 4,465 601,391 
Class C (a) 27,321 3,732,595 
Liberty Global PLC:   
Class A (a)(b) 36,415 773,455 
Class C (a) 82,504 1,702,058 
Liberty Latin America Ltd.:   
Class A (a) 13,767 137,257 
Class C (a)(b) 27,083 259,997 
Liberty Media Corp.:   
rights 6/2/20 (a) 5,245 57,013 
Liberty Braves Class C (a) 11,194 245,708 
Liberty Formula One Group Series C (a) 37,992 1,316,423 
Liberty SiriusXM Series A (a) 20,278 740,147 
Liberty SiriusXM Series C (a) 35,338 1,288,777 
Loral Space & Communications Ltd. 7,999 150,621 
News Corp.:   
Class A 67,741 829,827 
Class B 34,788 426,501 
Nexstar Broadcasting Group, Inc. Class A 8,874 739,293 
Scholastic Corp. 8,469 248,989 
Sinclair Broadcast Group, Inc. Class A (b) 16,067 300,292 
Sirius XM Holdings, Inc. (b) 804,739 4,683,581 
ViacomCBS, Inc.:   
Class A (b) 6,513 159,764 
Class B 97,606 2,024,348 
  81,055,830 
Wireless Telecommunication Services - 1.0%   
Millicom International Cellular SA (b) 21,091 512,722 
Shenandoah Telecommunications Co. (b) 10,487 551,721 
T-Mobile U.S., Inc. (a) 220,742 22,083,030 
VEON Ltd. sponsored ADR 361,603 538,788 
Vodafone Group PLC sponsored ADR 75,099 1,239,884 
  24,926,145 
TOTAL COMMUNICATION SERVICES  452,183,473 
CONSUMER DISCRETIONARY - 15.1%   
Auto Components - 0.1%   
Dorman Products, Inc. (a) 6,292 439,937 
Fox Factory Holding Corp. (a) 8,083 582,865 
Gentex Corp. 44,536 1,177,532 
Gentherm, Inc. (a) 7,661 311,803 
The Goodyear Tire & Rubber Co. 52,191 397,174 
Visteon Corp. (a)(b) 6,254 450,288 
  3,359,599 
Automobiles - 1.1%   
Tesla, Inc. (a) 32,988 27,544,980 
Distributors - 0.1%   
Core-Mark Holding Co., Inc. 11,338 317,237 
LKQ Corp. (a) 57,208 1,570,932 
Pool Corp. 7,049 1,896,322 
  3,784,491 
Diversified Consumer Services - 0.2%   
Afya Ltd. (b) 11,903 233,894 
Arco Platform Ltd. Class A (a) 6,581 319,047 
Career Education Corp. (a) 17,328 282,100 
Frontdoor, Inc. (a) 17,062 778,880 
Grand Canyon Education, Inc. (a) 9,371 914,516 
Laureate Education, Inc. Class A (a) 26,971 262,428 
Strategic Education, Inc. 4,442 753,496 
Weight Watchers International, Inc. (a) 13,937 333,094 
  3,877,455 
Hotels, Restaurants & Leisure - 1.5%   
Bloomin' Brands, Inc. 21,526 245,612 
Caesars Entertainment Corp. (a) 114,914 1,308,870 
Churchill Downs, Inc. (b) 7,314 970,348 
Cracker Barrel Old Country Store, Inc. 4,394 470,729 
Dave & Buster's Entertainment, Inc. 7,582 100,007 
Denny's Corp. (a) 14,695 159,367 
DraftKings, Inc. Class A (a)(b) 55,865 2,217,841 
Dunkin' Brands Group, Inc. 14,474 924,454 
Eldorado Resorts, Inc. (a)(b) 17,758 629,699 
Extended Stay America, Inc. unit 39,278 451,697 
Golden Entertainment, Inc. (a)(b) 13,876 169,218 
Huazhu Group Ltd. ADR 28,664 969,416 
Jack in the Box, Inc. 5,257 352,324 
Luckin Coffee, Inc. ADR (b) 7,624 16,468 
Marriott International, Inc. Class A 57,301 5,071,139 
Melco Crown Entertainment Ltd. sponsored ADR 40,074 642,386 
Monarch Casino & Resort, Inc. (a) 7,152 287,081 
Paddy Power Betfair PLC 11,954 1,517,656 
Papa John's International, Inc. (b) 6,876 535,572 
Penn National Gaming, Inc. (a) 23,512 771,429 
Playa Hotels & Resorts NV (a) 56,492 147,444 
Red Rock Resorts, Inc. 16,004 220,855 
Scientific Games Corp. Class A (a) 20,609 324,180 
Starbucks Corp. 209,877 16,368,307 
Texas Roadhouse, Inc. Class A 13,721 711,434 
The Cheesecake Factory, Inc. (b) 10,213 219,375 
Wendy's Co. 41,384 879,824 
Wingstop, Inc. (b) 5,974 728,529 
Wynn Resorts Ltd. 18,430 1,534,850 
  38,946,111 
Household Durables - 0.3%   
Cavco Industries, Inc. (a) 2,167 412,142 
Garmin Ltd. 35,060 3,161,360 
Helen of Troy Ltd. (a)(b) 5,019 913,056 
iRobot Corp. (a)(b) 5,021 370,148 
LGI Homes, Inc. (a)(b) 5,634 469,988 
Newell Brands, Inc. 82,655 1,086,913 
Sonos, Inc. (a) 27,949 303,526 
Universal Electronics, Inc. (a) 4,542 205,480 
  6,922,613 
Internet & Direct Marketing Retail - 10.3%   
Amazon.com, Inc. (a) 89,024 217,429,547 
Baozun, Inc. sponsored ADR (a)(b) 11,195 296,556 
CNOVA NV (a)(b) 49,959 177,462 
Ctrip.com International Ltd. ADR (a) 96,736 2,570,276 
eBay, Inc. 125,351 5,708,485 
Etsy, Inc. (a) 22,191 1,797,027 
Expedia, Inc. 25,130 1,997,332 
Groupon, Inc. (a) 130,366 166,217 
JD.com, Inc. sponsored ADR (a) 167,255 9,086,964 
Liberty Interactive Corp. QVC Group Series A (a)(b) 79,288 652,937 
MakeMyTrip Ltd. (a)(b) 15,644 242,326 
MercadoLibre, Inc. (a) 8,992 7,658,217 
Pinduoduo, Inc. ADR (a) 48,967 3,274,423 
Secoo Holding Ltd. ADR (a) 16,141 37,609 
Stamps.com, Inc. (a) 3,488 691,147 
Stitch Fix, Inc. (a)(b) 13,368 309,068 
The Booking Holdings, Inc. (a) 7,319 11,998,915 
The RealReal, Inc. (b) 21,422 287,269 
Waitr Holdings, Inc. (a) 46,861 115,747 
  264,497,524 
Leisure Products - 0.2%   
BRP, Inc. 10,508 363,890 
Hasbro, Inc. 25,735 1,891,780 
Mattel, Inc. (a)(b) 66,624 613,607 
Peloton Interactive, Inc. Class A (a) 36,763 1,551,031 
  4,420,308 
Multiline Retail - 0.2%   
Dollar Tree, Inc. (a) 43,333 4,241,001 
Ollie's Bargain Outlet Holdings, Inc. (a)(b) 12,498 1,142,942 
  5,383,943 
Specialty Retail - 0.8%   
Bed Bath & Beyond, Inc. (b) 28,414 206,570 
Five Below, Inc. (a) 9,897 1,035,721 
Monro, Inc. (b) 7,406 408,071 
National Vision Holdings, Inc. (a) 16,590 444,280 
O'Reilly Automotive, Inc. (a) 13,237 5,523,006 
Office Depot, Inc. 132,937 328,354 
Rent-A-Center, Inc. (b) 12,808 326,092 
Ross Stores, Inc. 65,085 6,310,642 
Sleep Number Corp. (a) 6,687 208,434 
The Children's Place Retail Stores, Inc. (b) 4,039 168,184 
Tractor Supply Co. 21,151 2,580,845 
Ulta Beauty, Inc. (a) 10,622 2,591,874 
Urban Outfitters, Inc. (a) 22,082 374,069 
  20,506,142 
Textiles, Apparel & Luxury Goods - 0.3%   
Columbia Sportswear Co. 12,930 944,666 
Crocs, Inc. (a) 14,505 415,568 
lululemon athletica, Inc. (a) 22,119 6,637,801 
Sequential Brands Group, Inc. (a)(b) 44,132 8,142 
Steven Madden Ltd. 17,196 404,450 
  8,410,627 
TOTAL CONSUMER DISCRETIONARY  387,653,793 
CONSUMER STAPLES - 4.1%   
Beverages - 1.6%   
Coca-Cola Bottling Co. Consolidated (b) 1,579 384,376 
MGP Ingredients, Inc. (b) 5,421 203,342 
Monster Beverage Corp. (a) 97,272 6,994,830 
National Beverage Corp. (a)(b) 9,965 567,806 
PepsiCo, Inc. 248,930 32,746,742 
  40,897,096 
Food & Staples Retailing - 1.3%   
Casey's General Stores, Inc. 6,772 1,081,692 
Costco Wholesale Corp. 79,253 24,447,173 
Grocery Outlet Holding Corp. 18,126 667,218 
HF Foods Group, Inc. (a)(b) 19,024 136,212 
PriceSmart, Inc. 7,060 383,923 
Sprouts Farmers Market LLC (a) 24,453 614,504 
Walgreens Boots Alliance, Inc. 160,473 6,890,711 
  34,221,433 
Food Products - 1.1%   
Beyond Meat, Inc. (b) 11,719 1,503,431 
Bridgford Foods Corp. (a) 4,317 68,036 
Cal-Maine Foods, Inc. 9,625 428,890 
Calavo Growers, Inc. (b) 4,245 248,375 
Freshpet, Inc. (a) 7,764 599,226 
Hostess Brands, Inc. Class A (a)(b) 28,166 340,104 
J&J Snack Foods Corp. 4,024 517,607 
Lancaster Colony Corp. 5,501 844,183 
Mondelez International, Inc. 255,946 13,339,906 
Pilgrim's Pride Corp. (a) 41,719 862,332 
Sanderson Farms, Inc. 3,756 495,867 
The Hain Celestial Group, Inc. (a)(b) 21,418 674,239 
The Kraft Heinz Co. 221,142 6,738,197 
The Simply Good Foods Co. (a) 20,692 352,385 
  27,012,778 
Household Products - 0.1%   
Central Garden & Pet Co. Class A (non-vtg.) (a) 10,100 346,026 
Reynolds Consumer Products, Inc. 38,992 1,301,943 
WD-40 Co. (b) 2,823 541,593 
  2,189,562 
Personal Products - 0.0%   
Inter Parfums, Inc. 6,815 316,284 
TOTAL CONSUMER STAPLES  104,637,153 
ENERGY - 0.2%   
Energy Equipment & Services - 0.0%   
CSI Compressco LP 34,012 14,795 
Geospace Technologies Corp. (a) 8,177 64,435 
KLX Energy Services Holdings, Inc. (a)(b) 100,470 148,696 
Patterson-UTI Energy, Inc. 72,637 268,031 
SAExploration Holdings, Inc. (a)(b) 48,225 78,125 
Smart Sand, Inc. (a)(b) 82,648 87,607 
  661,689 
Oil, Gas & Consumable Fuels - 0.2%   
Alliance Resource Partners LP 37,274 118,159 
Altus Midstream Co. (a)(b) 112,996 77,967 
Amplify Energy Corp. New warrants 5/4/22 (a) 322 
Blueknight Energy Partners LP 44,338 61,630 
Centennial Resource Development, Inc. Class A (a) 198,625 200,611 
Clean Energy Fuels Corp. (a) 88,851 185,699 
Diamondback Energy, Inc. 30,285 1,289,535 
Extraction Oil & Gas, Inc. (a)(b) 225,638 65,435 
National Energy Services Reunited Corp. (a)(b) 28,417 161,409 
Nextdecade Corp. (a)(b) 29,365 44,341 
Noble Energy, Inc. 95,502 833,732 
Pacific Ethanol, Inc. (a) 142,466 95,025 
PDC Energy, Inc. (a) 24,417 297,399 
Rosehill Resources, Inc. (a)(b) 128,821 43,245 
StealthGas, Inc. (a) 18,277 48,617 
Tellurian, Inc. (a)(b) 93,210 93,201 
Viper Energy Partners LP 22,706 238,186 
Westwater Resources, Inc. (a)(b) 26,701 59,543 
  3,913,739 
TOTAL ENERGY  4,575,428 
FINANCIALS - 4.4%   
Banks - 1.6%   
1st Source Corp. 7,300 252,507 
Ameris Bancorp 14,522 351,868 
BancFirst Corp. 8,247 314,376 
Bank OZK (b) 20,469 460,348 
Banner Corp. 8,948 336,087 
BOK Financial Corp. (b) 13,690 697,369 
Boston Private Financial Holdings, Inc. 25,876 177,768 
Bridge Bancorp, Inc. 7,860 167,418 
Brookline Bancorp, Inc., Delaware 23,659 220,029 
Camden National Corp. 5,560 186,482 
Cathay General Bancorp 16,541 449,750 
Centerstate Banks of Florida, Inc. 25,981 410,500 
City Holding Co. 4,373 275,062 
Columbia Banking Systems, Inc. 15,054 366,715 
Commerce Bancshares, Inc. (b) 21,307 1,357,895 
Community Trust Bancorp, Inc. 5,968 195,989 
ConnectOne Bancorp, Inc. 12,650 185,449 
CVB Financial Corp. 29,035 566,473 
Eagle Bancorp, Inc. 7,916 256,162 
East West Bancorp, Inc. (b) 27,787 971,156 
Enterprise Bancorp, Inc. 3,398 78,290 
Enterprise Financial Services Corp. 7,956 233,668 
Farmers & Merchants Bancorp, Inc. 2,033 44,177 
Fifth Third Bancorp 123,115 2,387,200 
First Bancorp, North Carolina 8,876 225,628 
First Busey Corp. 14,174 253,856 
First Citizens Bancshares, Inc. 1,883 724,955 
First Financial Bancorp, Ohio 21,223 282,054 
First Financial Bankshares, Inc. 26,712 818,456 
First Financial Corp., Indiana 5,031 176,588 
First Hawaiian, Inc. 26,209 452,105 
First Internet Bancorp 7,264 116,805 
First Interstate Bancsystem, Inc. 7,975 249,219 
First Merchants Corp. 11,585 325,075 
First Midwest Bancorp, Inc., Delaware 23,812 310,747 
First of Long Island Corp. 9,012 137,613 
Flushing Financial Corp. 11,514 130,569 
Fulton Financial Corp. 34,385 385,456 
German American Bancorp, Inc. 7,835 242,728 
Glacier Bancorp, Inc. 18,339 755,383 
Great Southern Bancorp, Inc. 4,802 194,769 
Grupo Financiero Galicia SA sponsored ADR (b) 18,972 151,966 
Hancock Whitney Corp. 13,213 285,665 
HarborOne Bancorp, Inc. 21,236 169,251 
Heartland Financial U.S.A., Inc. 8,751 280,120 
Home Bancshares, Inc. 34,186 494,671 
Hope Bancorp, Inc. 31,405 298,190 
Howard Bancorp, Inc. (a) 8,407 86,676 
Huntington Bancshares, Inc. 174,270 1,549,260 
IBERIABANK Corp. 8,115 344,157 
Independent Bank Corp., Massachusetts 7,296 506,853 
Independent Bank Group, Inc. 11,374 430,847 
International Bancshares Corp. 14,664 451,358 
Investar Holding Corp. 3,593 46,889 
Investors Bancorp, Inc. 54,536 473,372 
Lakeland Bancorp, Inc. 17,336 192,430 
Lakeland Financial Corp. (b) 6,784 289,609 
Live Oak Bancshares, Inc. (b) 12,397 167,855 
Mid Penn Bancorp, Inc. 3,946 73,632 
NBT Bancorp, Inc. 10,735 336,220 
OceanFirst Financial Corp. 15,705 262,274 
Old National Bancorp, Indiana 35,069 476,588 
Opus Bank 11,412 222,420 
Pacific Premier Bancorp, Inc. (b) 13,490 291,654 
PacWest Bancorp (b) 19,845 343,517 
People's Utah Bancorp 7,507 185,948 
Peoples Financial Services Corp. 846 27,960 
Peoples United Financial, Inc. 79,628 911,741 
Pinnacle Financial Partners, Inc. 12,178 485,293 
Popular, Inc. 16,363 646,175 
Preferred Bank, Los Angeles 5,112 192,058 
Renasant Corp. 12,868 310,376 
Republic Bancorp, Inc., Kentucky Class A 6,170 197,749 
S&T Bancorp, Inc. 9,972 221,777 
Sandy Spring Bancorp, Inc. 10,120 245,410 
Seacoast Banking Corp., Florida (a) 13,465 292,864 
ServisFirst Bancshares, Inc. 12,242 427,001 
Signature Bank 9,659 994,008 
Simmons First National Corp. Class A 23,838 408,822 
South State Corp. 7,118 374,193 
Southside Bancshares, Inc. 9,162 258,368 
Stock Yards Bancorp, Inc. 6,877 234,024 
SVB Financial Group (a) 8,848 1,900,108 
TCF Financial Corp. 25,296 731,560 
Texas Capital Bancshares, Inc. (a) 10,537 281,970 
The First Bancorp, Inc. 2,649 54,596 
TowneBank 12,516 236,052 
Trico Bancshares 8,733 247,755 
Trustmark Corp. 14,115 335,796 
UMB Financial Corp. 10,017 513,672 
Umpqua Holdings Corp. 34,140 388,855 
Union Bankshares Corp. 16,860 390,309 
United Bankshares, Inc., West Virginia 23,155 673,347 
United Community Bank, Inc. (b) 17,090 334,110 
Univest Corp. of Pennsylvania 10,716 176,171 
Valley National Bancorp 74,573 595,093 
Veritex Holdings, Inc. 12,244 214,515 
Washington Trust Bancorp, Inc. 6,014 192,268 
WesBanco, Inc. 14,661 314,039 
Westamerica Bancorp. (b) 6,376 376,056 
Wintrust Financial Corp. 8,808 373,107 
Zions Bancorp NA 27,066 890,607 
  40,583,971 
Capital Markets - 1.7%   
BGC Partners, Inc. Class A (b) 84,793 218,342 
Blucora, Inc. (a) 15,044 182,785 
Carlyle Group LP (b) 65,725 1,817,954 
CME Group, Inc. 64,195 11,722,007 
Diamond Hill Investment Group, Inc. 1,391 145,999 
E*TRADE Financial Corp. 38,174 1,738,444 
Hamilton Lane, Inc. Class A 6,659 487,239 
Interactive Brokers Group, Inc. 15,828 670,316 
LPL Financial 15,403 1,099,620 
MarketAxess Holdings, Inc. 6,954 3,536,735 
Morningstar, Inc. 8,225 1,261,057 
Northern Trust Corp. 38,541 3,045,124 
SEI Investments Co. 28,325 1,535,782 
T. Rowe Price Group, Inc. 42,230 5,105,607 
TD Ameritrade Holding Corp. 97,582 3,636,881 
The NASDAQ OMX Group, Inc. 29,915 3,543,731 
Tradeweb Markets, Inc. Class A 14,930 984,783 
Virtu Financial, Inc. Class A (b) 25,454 607,078 
XP, Inc. Class A (a) 65,717 1,995,168 
  43,334,652 
Consumer Finance - 0.2%   
Credit Acceptance Corp. (a)(b) 3,095 1,144,593 
Encore Capital Group, Inc. (a)(b) 8,052 255,812 
EZCORP, Inc. (non-vtg.) Class A (a) 26,400 136,224 
First Cash Financial Services, Inc. 8,594 599,603 
LendingTree, Inc. (a)(b) 2,580 670,852 
LexinFintech Holdings Ltd. ADR (a) 23,192 189,015 
Navient Corp. 46,534 346,213 
PRA Group, Inc. (a)(b) 10,691 364,777 
SLM Corp. 78,434 594,530 
  4,301,619 
Insurance - 0.7%   
American National Insurance Co. 5,573 418,811 
Amerisafe, Inc. 4,707 288,916 
Arch Capital Group Ltd. (a) 70,221 1,981,637 
Brighthouse Financial, Inc. (a) 20,404 606,203 
Cincinnati Financial Corp. 29,312 1,727,942 
eHealth, Inc. (a) 4,919 641,536 
Enstar Group Ltd. (a) 3,227 459,525 
Erie Indemnity Co. Class A (b) 8,731 1,573,675 
Fanhua, Inc. ADR 9,307 174,879 
James River Group Holdings Ltd. 8,043 311,023 
Kinsale Capital Group, Inc. 4,597 686,424 
National General Holdings Corp. 24,075 488,723 
National Western Life Group, Inc. 1,054 206,510 
Palomar Holdings, Inc. (a) 5,778 429,999 
Principal Financial Group, Inc. 48,810 1,885,042 
Safety Insurance Group, Inc. 3,871 295,125 
Selective Insurance Group, Inc. 9,630 505,094 
State Auto Financial Corp. 12,066 240,596 
Trupanion, Inc. (a)(b) 8,871 267,195 
United Fire Group, Inc. 7,714 206,967 
United Insurance Holdings Corp. 18,151 142,304 
Willis Group Holdings PLC 22,628 4,591,221 
  18,129,347 
Mortgage Real Estate Investment Trusts - 0.0%   
AGNC Investment Corp. 92,273 1,194,013 
New York Mortgage Trust, Inc. 73,054 151,952 
  1,345,965 
Thrifts & Mortgage Finance - 0.2%   
Capitol Federal Financial, Inc. 32,772 384,252 
HomeStreet, Inc. 8,200 195,324 
Kearny Financial Corp. 25,397 217,652 
Meridian Bancorp, Inc. Maryland 17,192 198,052 
Meta Financial Group, Inc. 11,067 200,534 
NMI Holdings, Inc. (a) 18,646 286,496 
Northfield Bancorp, Inc. 16,799 183,613 
Northwest Bancshares, Inc. 27,925 278,133 
TFS Financial Corp. 55,890 861,265 
Trustco Bank Corp., New York 32,373 203,950 
Washington Federal, Inc. 17,176 444,171 
WMI Holdings Corp. (a) 25,168 280,623 
WSFS Financial Corp. 12,372 342,333 
  4,076,398 
TOTAL FINANCIALS  111,771,952 
HEALTH CARE - 10.9%   
Biotechnology - 6.5%   
ACADIA Pharmaceuticals, Inc. (a) 28,865 1,434,013 
Acceleron Pharma, Inc. (a) 10,359 1,023,780 
ADMA Biologics, Inc. (a)(b) 59,414 195,472 
Aduro Biotech, Inc. (a) 65,308 213,557 
Agios Pharmaceuticals, Inc. (a) 14,018 725,291 
Aileron Therapeutics, Inc. (a) 76,558 124,024 
Aimmune Therapeutics, Inc. (a)(b) 16,419 272,720 
Akebia Therapeutics, Inc. (a) 34,792 404,979 
Aldeyra Therapeutics, Inc. (a)(b) 30,923 152,141 
Alector, Inc. (a)(b) 17,110 559,497 
Alexion Pharmaceuticals, Inc. (a) 40,420 4,846,358 
Alkermes PLC (a) 31,562 516,354 
Allakos, Inc. (a)(b) 9,911 644,215 
Allena Pharmaceuticals, Inc. (a) 67,231 112,948 
Allogene Therapeutics, Inc. (a)(b) 24,120 1,161,619 
Alnylam Pharmaceuticals, Inc. (a) 20,720 2,802,794 
Amarin Corp. PLC ADR (a)(b) 61,911 424,709 
Amgen, Inc. 105,581 24,251,956 
Amicus Therapeutics, Inc. (a)(b) 52,426 654,014 
Apellis Pharmaceuticals, Inc. (a) 15,320 516,131 
Applied Therapeutics, Inc. (a)(b) 6,114 278,309 
Arbutus Biopharma Corp. (a)(b) 78,780 170,953 
Arena Pharmaceuticals, Inc. (a) 10,607 633,980 
Argenx SE ADR (a) 4,667 1,023,473 
Arrowhead Pharmaceuticals, Inc. (a) 19,031 613,559 
Ascendis Pharma A/S sponsored ADR (a) 8,767 1,275,511 
Atara Biotherapeutics, Inc. (a) 28,587 328,751 
Athenex, Inc. (a)(b) 20,027 217,693 
Aurinia Pharmaceuticals, Inc. (a) 23,612 374,722 
AVROBIO, Inc. (a) 12,279 248,281 
Axovant Gene Therapies Ltd. (a)(b) 29,979 95,633 
BeiGene Ltd. ADR (a) 8,043 1,331,438 
Bellicum Pharmaceuticals, Inc. (a)(b) 13,350 101,861 
BeyondSpring, Inc. (a) 9,953 169,201 
BioCryst Pharmaceuticals, Inc. (a)(b) 54,937 246,942 
Biogen, Inc. (a) 30,999 9,519,483 
BioMarin Pharmaceutical, Inc. (a) 33,069 3,523,502 
bluebird bio, Inc. (a) 11,483 730,663 
Blueprint Medicines Corp. (a) 11,020 717,843 
Bridgebio Pharma, Inc. (b) 24,562 720,403 
CareDx, Inc. (a)(b) 10,508 337,517 
Cellectis SA sponsored ADR (a) 11,354 209,708 
ChemoCentryx, Inc. (a) 11,894 742,067 
Chimerix, Inc. (a) 62,326 194,457 
China Biologic Products Holdings, Inc. (a) 6,143 680,460 
Clementia Pharmaceuticals, Inc. rights (a)(c) 20,215 27,290 
Coherus BioSciences, Inc. (a) 17,417 324,653 
Constellation Pharmaceuticals, Inc. (a) 9,633 342,260 
Cortexyme, Inc. (b) 7,045 324,704 
Corvus Pharmaceuticals, Inc. (a)(b) 32,532 112,235 
CRISPR Therapeutics AG (a)(b) 12,226 789,555 
Cyclerion Therapeutics, Inc. (a)(b) 52,765 210,005 
Cytokinetics, Inc. (a)(b) 15,984 331,029 
CytomX Therapeutics, Inc. (a) 24,335 215,608 
Deciphera Pharmaceuticals, Inc. (a) 10,631 622,658 
Denali Therapeutics, Inc. (a)(b) 26,847 747,152 
Dicerna Pharmaceuticals, Inc. (a) 16,869 363,864 
Diffusion Pharmaceuticals, Inc. (a) 150,578 195,751 
Eagle Pharmaceuticals, Inc. (a) 3,973 203,656 
Editas Medicine, Inc. (a)(b) 12,307 333,150 
Eidos Therapeutics, Inc. (a)(b) 8,027 392,601 
Enanta Pharmaceuticals, Inc. (a) 5,064 260,745 
Epizyme, Inc. (a)(b) 20,870 366,269 
Esperion Therapeutics, Inc. (a)(b) 6,375 270,109 
Exact Sciences Corp. (a) 27,595 2,369,859 
Exelixis, Inc. (a) 57,829 1,428,955 
Exicure, Inc. (a) 54,159 150,020 
Fate Therapeutics, Inc. (a) 16,436 533,019 
FibroGen, Inc. (a) 16,365 547,246 
Five Prime Therapeutics, Inc. (a) 41,491 219,902 
G1 Therapeutics, Inc. (a) 10,955 185,906 
Galapagos Genomics NV sponsored ADR (a)(b) 1,233 250,028 
Gilead Sciences, Inc. 225,899 17,581,719 
Global Blood Therapeutics, Inc. (a)(b) 11,940 834,845 
GlycoMimetics, Inc. (a) 38,409 108,697 
Gossamer Bio, Inc. (a) 22,850 277,628 
Grifols SA ADR 26,199 495,947 
Gritstone Oncology, Inc. (a)(b) 18,268 118,011 
Halozyme Therapeutics, Inc. (a) 28,310 687,084 
Heron Therapeutics, Inc. (a)(b) 20,631 375,897 
Homology Medicines, Inc. (a) 13,757 195,900 
IGM Biosciences, Inc. (a)(b) 5,854 379,222 
ImmunoGen, Inc. (a) 58,073 271,782 
Immunomedics, Inc. (a)(b) 40,790 1,370,136 
Incyte Corp. (a) 39,647 4,040,426 
InflaRx NV (a)(b) 27,132 239,304 
Insmed, Inc. (a)(b) 20,485 497,581 
Intercept Pharmaceuticals, Inc. (a)(b) 6,688 483,275 
Ionis Pharmaceuticals, Inc. (a)(b) 25,224 1,417,841 
Iovance Biotherapeutics, Inc. (a)(b) 24,981 801,640 
Ironwood Pharmaceuticals, Inc. Class A (a)(b) 35,773 348,071 
Kalvista Pharmaceuticals, Inc. (a) 11,120 125,100 
Karuna Therapeutics, Inc. (a)(b) 5,626 528,056 
Karyopharm Therapeutics, Inc. (a) 16,332 301,979 
Kiniksa Pharmaceuticals Ltd. (a)(b) 9,855 205,674 
Kodiak Sciences, Inc. (a)(b) 9,384 606,300 
Lexicon Pharmaceuticals, Inc. (a)(b) 45,979 87,820 
Ligand Pharmaceuticals, Inc.:   
Class B (a)(b) 3,265 331,626 
General CVR (a) 1,530 20 
Glucagon CVR (a) 1,530 21 
rights (a) 1,530 21 
TR Beta CVR (a) 1,530 367 
Macrogenics, Inc. (a) 14,139 272,034 
Madrigal Pharmaceuticals, Inc. (a) 2,812 326,248 
Magenta Therapeutics, Inc. (a) 14,194 125,475 
Marker Therapeutics, Inc. (a)(b) 45,135 102,456 
Minerva Neurosciences, Inc. (a) 19,919 73,899 
Mirati Therapeutics, Inc. (a) 8,587 851,745 
Moderna, Inc. (a) 66,979 4,119,209 
Momenta Pharmaceuticals, Inc. (a) 23,602 742,991 
Myriad Genetics, Inc. (a) 19,089 277,363 
Natera, Inc. (a) 15,931 698,574 
Neurocrine Biosciences, Inc. (a) 17,189 2,144,500 
NextCure, Inc. (b) 6,622 206,673 
Novavax, Inc. (a) 10,372 477,527 
NuCana PLC ADR (a)(b) 13,541 84,902 
Opko Health, Inc. (a)(b) 150,282 342,643 
Organogenesis Holdings, Inc. Class A (a) 18,427 76,104 
Ovid Therapeutics, Inc. (a)(b) 32,887 175,945 
Precigen, Inc. (a)(b) 55,758 122,668 
Principia Biopharma, Inc. (a) 6,838 436,880 
ProQR Therapeutics BV (a)(b) 24,820 137,999 
Prothena Corp. PLC (a) 14,923 159,079 
PTC Therapeutics, Inc. (a) 12,729 645,488 
Regeneron Pharmaceuticals, Inc. (a) 19,275 11,811,913 
REGENXBIO, Inc. (a) 9,361 352,535 
Repligen Corp. (a) 9,981 1,307,212 
Replimune Group, Inc. (a) 11,498 215,932 
Revolution Medicines, Inc. (b) 12,877 395,581 
Rocket Pharmaceuticals, Inc. (a)(b) 20,219 380,319 
Rubius Therapeutics, Inc. (a)(b) 31,954 206,103 
Sage Therapeutics, Inc. (a) 10,500 375,060 
Sangamo Therapeutics, Inc. (a) 29,011 324,633 
Sarepta Therapeutics, Inc. (a) 14,490 2,206,392 
Savara, Inc. (a) 50,673 123,642 
Seattle Genetics, Inc. (a) 31,336 4,926,333 
Sellas Life Sciences Group, Inc. (a)(b) 34,771 119,265 
Seres Therapeutics, Inc. (a)(b) 37,600 206,424 
Solid Biosciences, Inc. (a)(b) 43,917 129,555 
Springworks Therapeutics, Inc. (a)(b) 11,303 430,305 
Synlogic, Inc. (a)(b) 40,203 100,910 
T2 Biosystems, Inc. (a)(b) 163,099 136,889 
TCR2 Therapeutics, Inc. (a) 11,657 117,736 
TG Therapeutics, Inc. (a) 27,276 508,697 
Tobira Therapeutics, Inc. rights (a)(c) 1,750 14,963 
Tocagen, Inc. (a) 67,993 82,272 
Turning Point Therapeutics, Inc. (a) 7,761 537,449 
Twist Bioscience Corp. (a)(b) 8,860 336,237 
Ultragenyx Pharmaceutical, Inc. (a)(b) 11,541 790,097 
uniQure B.V. (a) 9,225 619,551 
United Therapeutics Corp. (a) 8,568 1,010,596 
UNITY Biotechnology, Inc. (a)(b) 21,484 175,739 
UroGen Pharma Ltd. (a)(b) 7,178 168,468 
Vertex Pharmaceuticals, Inc. (a) 46,650 13,433,334 
Viela Bio, Inc. (b) 10,925 512,383 
Vir Biotechnology, Inc. (a)(b) 21,783 744,543 
Voyager Therapeutics, Inc. (a) 29,418 355,958 
Xencor, Inc. (a) 12,824 387,926 
Y-mAbs Therapeutics, Inc. (a) 9,315 355,647 
Zai Lab Ltd. ADR (a) 9,574 712,306 
  167,566,508 
Health Care Equipment & Supplies - 2.0%   
Abiomed, Inc. (a) 8,507 1,904,717 
Accelerate Diagnostics, Inc. (a)(b) 19,640 163,994 
Align Technology, Inc. (a) 14,453 3,549,946 
Atricure, Inc. (a) 8,872 424,170 
Atrion Corp. (b) 462 296,599 
Cardiovascular Systems, Inc. (a) 8,390 324,861 
Dentsply Sirona, Inc. 40,314 1,875,407 
DexCom, Inc. (a) 16,579 6,272,001 
electroCore, Inc. (a) 104,052 96,716 
Heska Corp. (a)(b) 2,474 217,539 
Hologic, Inc. (a) 48,717 2,582,001 
ICU Medical, Inc. (a) 4,095 817,444 
IDEXX Laboratories, Inc. (a) 15,544 4,801,231 
Inari Medical, Inc. 7,833 344,652 
InMode Ltd. (a)(b) 9,185 269,212 
Insulet Corp. (a) 11,503 2,169,121 
Integra LifeSciences Holdings Corp. (a) 16,816 876,282 
Intuitive Surgical, Inc. (a) 20,893 12,118,567 
iRhythm Technologies, Inc. (a) 5,503 684,078 
LeMaitre Vascular, Inc. (b) 7,036 189,198 
LivaNova PLC (a) 10,254 548,486 
Masimo Corp. (a) 10,022 2,407,184 
Merit Medical Systems, Inc. (a)(b) 11,898 535,291 
Natus Medical, Inc. (a)(b) 9,390 200,946 
Neogen Corp. (a) 10,739 764,832 
Novocure Ltd. (a) 19,140 1,290,610 
NuVasive, Inc. (a) 10,531 638,179 
Orthofix International NV (a) 5,932 202,163 
Quidel Corp. (a) 7,980 1,396,500 
Shockwave Medical, Inc. (a) 7,639 336,192 
Silk Road Medical, Inc. (a) 7,837 299,922 
SmileDirectClub, Inc. (a)(b) 32,207 251,537 
Staar Surgical Co. (a)(b) 10,272 398,554 
Tactile Systems Technology, Inc. (a)(b) 5,158 249,905 
Tandem Diabetes Care, Inc. (a) 11,767 978,426 
Varex Imaging Corp. (a) 11,502 215,778 
Wright Medical Group NV (a) 25,436 751,634 
  51,443,875 
Health Care Providers & Services - 0.5%   
1Life Healthcare, Inc. (a)(b) 25,163 812,765 
Acadia Healthcare Co., Inc. (a) 19,171 548,482 
Addus HomeCare Corp. (a) 3,677 363,876 
Amedisys, Inc. (a) 6,208 1,192,246 
BioScrip, Inc. (a)(b) 37,626 571,915 
BioTelemetry, Inc. (a) 7,894 372,439 
Corvel Corp. (a) 4,205 285,477 
Covetrus, Inc. (a) 26,271 401,421 
Guardant Health, Inc. (a) 17,700 1,599,903 
HealthEquity, Inc. (a) 14,200 879,974 
Henry Schein, Inc. (a) 24,868 1,509,985 
LHC Group, Inc. (a) 6,184 1,004,962 
Magellan Health Services, Inc. (a) 5,402 405,096 
National Research Corp. Class A 6,083 345,028 
Patterson Companies, Inc. (b) 21,900 431,211 
Pennant Group, Inc. (a) 8,465 215,773 
Premier, Inc. (a)(b) 13,718 477,249 
Progyny, Inc. (a) 18,295 456,643 
R1 RCM, Inc. (a) 26,953 285,971 
The Ensign Group, Inc. 11,658 509,688 
  12,670,104 
Health Care Technology - 0.4%   
Allscripts Healthcare Solutions, Inc. (a) 38,859 245,589 
Cerner Corp. 57,028 4,157,341 
Change Healthcare, Inc. 57,473 717,263 
Health Catalyst, Inc. (b) 9,815 266,379 
HMS Holdings Corp. (a) 18,796 587,187 
Inovalon Holdings, Inc. Class A (a)(b) 18,695 351,840 
Livongo Health, Inc. (b) 18,832 1,128,602 
Nextgen Healthcare, Inc. (a) 20,526 211,828 
Omnicell, Inc. (a) 8,589 574,690 
Schrodinger, Inc. (b) 9,039 618,720 
Tabula Rasa HealthCare, Inc. (a)(b) 5,394 288,201 
  9,147,640 
Life Sciences Tools & Services - 0.8%   
10X Genomics, Inc. (a) 9,770 761,767 
Adaptive Biotechnologies Corp. 23,223 898,730 
Bio-Techne Corp. 7,178 1,900,734 
BioNano Genomics, Inc. (a)(b) 209,443 94,040 
Bruker Corp. 27,432 1,187,257 
ICON PLC (a) 9,148 1,540,981 
Illumina, Inc. (a) 26,258 9,532,967 
Luminex Corp. 10,463 326,027 
Medpace Holdings, Inc. (a) 7,390 685,940 
NeoGenomics, Inc. (a)(b) 21,260 567,429 
Pacific Biosciences of California, Inc. (a)(b) 45,258 159,308 
PPD, Inc. 61,214 1,667,469 
PRA Health Sciences, Inc. (a) 12,272 1,270,152 
Syneos Health, Inc. (a) 20,126 1,227,485 
  21,820,286 
Pharmaceuticals - 0.7%   
AcelRx Pharmaceuticals, Inc. (a) 75,544 105,006 
Aclaris Therapeutics, Inc. (a)(b) 73,002 102,933 
Adamis Pharmaceuticals Corp. (a)(b) 232,779 114,783 
Aerie Pharmaceuticals, Inc. (a)(b) 13,597 190,766 
Akcea Therapeutics, Inc. (a)(b) 21,631 322,302 
Amphastar Pharmaceuticals, Inc. (a)(b) 12,990 242,134 
ANI Pharmaceuticals, Inc. rights (a)(c) 739 
Arvinas Holding Co. LLC (a) 8,704 289,582 
Assertio Holdings, Inc. (a)(b) 133,767 131,975 
AstraZeneca PLC rights (a)(c) 1,845 
Axsome Therapeutics, Inc. (a) 7,409 570,345 
Corcept Therapeutics, Inc. (a)(b) 26,468 400,726 
Cronos Group, Inc. (a)(b) 75,384 494,402 
CymaBay Therapeutics, Inc. (a)(b) 77,195 286,007 
Dova Pharmaceuticals, Inc. rights (a)(c) 7,729 4,174 
Eloxx Pharmaceuticals, Inc. (a)(b) 30,808 104,439 
Endo International PLC (a)(b) 56,731 218,982 
EyeGate Pharmaceuticals, Inc. (a) 22,182 113,350 
GW Pharmaceuticals PLC ADR (a)(b) 5,996 736,009 
Horizon Pharma PLC (a) 35,825 1,817,402 
Innoviva, Inc. (a) 23,787 332,304 
Intra-Cellular Therapies, Inc. (a)(b) 16,529 345,126 
Jazz Pharmaceuticals PLC (a) 10,459 1,247,968 
Mylan NV (a) 97,533 1,664,888 
MyoKardia, Inc. (a) 9,411 962,651 
Nektar Therapeutics (a)(b) 33,817 733,829 
OptiNose, Inc. (a)(b) 28,800 124,416 
Pacira Biosciences, Inc. (a) 9,410 413,570 
Paratek Pharmaceuticals, Inc. (a)(b) 44,448 197,349 
Reata Pharmaceuticals, Inc. (a)(b) 5,252 763,221 
resTORbio, Inc. (a)(b) 111,435 241,814 
Revance Therapeutics, Inc. (a)(b) 15,645 326,981 
Sanofi SA sponsored ADR 39,006 1,915,585 
Supernus Pharmaceuticals, Inc. (a) 13,000 313,560 
Tetraphase Pharmaceuticals, Inc. (a) 32,907 71,079 
TherapeuticsMD, Inc. (a)(b) 139,587 157,733 
Theravance Biopharma, Inc. (a)(b) 14,294 360,924 
Tilray, Inc. Class 2 (a)(b) 31,597 311,230 
Tricida, Inc. (a)(b) 11,620 312,113 
Verrica Pharmaceuticals, Inc. (a)(b) 11,056 126,923 
Zogenix, Inc. (a) 10,914 317,925 
  17,486,506 
TOTAL HEALTH CARE  280,134,919 
INDUSTRIALS - 3.4%   
Aerospace & Defense - 0.1%   
AeroVironment, Inc. (a) 5,545 392,752 
Axon Enterprise, Inc. (a) 11,665 886,073 
Elbit Systems Ltd. (b) 8,484 1,195,311 
Kratos Defense & Security Solutions, Inc. (a) 23,685 439,357 
Mercury Systems, Inc. (a)(b) 10,589 946,127 
  3,859,620 
Air Freight & Logistics - 0.2%   
Air Transport Services Group, Inc. (a) 14,753 317,780 
Atlas Air Worldwide Holdings, Inc. (a) 6,919 270,256 
C.H. Robinson Worldwide, Inc. 23,158 1,878,809 
Expeditors International of Washington, Inc. 30,535 2,331,958 
Forward Air Corp. 6,328 314,375 
Hub Group, Inc. Class A (a) 7,570 354,049 
  5,467,227 
Airlines - 0.2%   
Allegiant Travel Co. (b) 3,475 370,261 
American Airlines Group, Inc. (b) 69,917 734,129 
Hawaiian Holdings, Inc. (b) 9,827 141,804 
JetBlue Airways Corp. (a) 49,956 503,057 
Ryanair Holdings PLC sponsored ADR (a) 18,932 1,358,750 
SkyWest, Inc. 11,277 361,653 
United Airlines Holdings, Inc. (a)(b) 51,892 1,455,052 
  4,924,706 
Building Products - 0.1%   
AAON, Inc. 10,994 595,545 
American Woodmark Corp. (a) 3,795 238,174 
Apogee Enterprises, Inc. 7,358 151,943 
Builders FirstSource, Inc. (a) 21,594 449,371 
Caesarstone Sdot-Yam Ltd. 14,273 159,001 
Gibraltar Industries, Inc. (a) 7,331 322,637 
Patrick Industries, Inc. (b) 5,845 303,180 
Ufp Industries, Inc. 12,655 578,713 
  2,798,564 
Commercial Services & Supplies - 0.5%   
Casella Waste Systems, Inc. Class A (a) 9,898 504,303 
Cimpress PLC (a)(b) 5,764 519,509 
Cintas Corp. 18,305 4,538,908 
Copart, Inc. (a) 42,649 3,812,394 
Healthcare Services Group, Inc. (b) 16,928 404,918 
Herman Miller, Inc. 12,655 291,318 
Interface, Inc. 18,057 153,304 
Kimball International, Inc. Class B 11,847 132,568 
McGrath RentCorp. 5,419 302,163 
Mobile Mini, Inc. 9,897 317,100 
SP Plus Corp. (a)(b) 6,102 124,298 
Stericycle, Inc. (a) 15,252 836,267 
Tetra Tech, Inc. 10,821 853,777 
U.S. Ecology, Inc. 7,192 242,155 
  13,032,982 
Construction & Engineering - 0.0%   
Aegion Corp. (a)(b) 12,840 192,728 
Primoris Services Corp. 13,919 232,308 
Williams Scotsman Corp. (a)(b) 26,620 355,111 
  780,147 
Electrical Equipment - 0.1%   
Ballard Power Systems, Inc. (a)(b) 50,234 537,055 
Encore Wire Corp. 5,310 256,420 
Sunrun, Inc. (a) 27,056 451,835 
TPI Composites, Inc. (a) 10,621 220,386 
Vicor Corp. (a) 5,420 330,512 
  1,796,208 
Industrial Conglomerates - 0.1%   
Icahn Enterprises LP 40,023 1,998,348 
Raven Industries, Inc. 9,109 195,388 
  2,193,736 
Machinery - 0.5%   
Altra Industrial Motion Corp. 14,662 454,522 
Chart Industries, Inc. (a) 8,721 342,299 
Columbus McKinnon Corp. (NY Shares) 6,660 202,531 
Franklin Electric Co., Inc. 9,623 488,079 
Kornit Digital Ltd. (a) 8,400 392,700 
Lincoln Electric Holdings, Inc. (b) 10,002 821,864 
Middleby Corp. (a) 9,099 619,642 
Nordson Corp. 9,842 1,853,741 
Omega Flex, Inc. (b) 3,346 342,296 
PACCAR, Inc. 63,157 4,664,776 
RBC Bearings, Inc. (a) 5,117 719,706 
Sun Hydraulics Corp. 8,236 294,602 
TriMas Corp. (a) 10,847 256,532 
Woodward, Inc. 10,284 705,277 
  12,158,567 
Marine - 0.0%   
Golden Ocean Group Ltd. (b) 48,181 148,398 
Star Bulk Carriers Corp. (b) 27,830 141,655 
  290,053 
Professional Services - 0.5%   
51job, Inc. sponsored ADR (a) 7,391 476,646 
CoStar Group, Inc. (a) 6,678 4,386,110 
Exponent, Inc. 10,385 770,982 
Forrester Research, Inc. (a) 5,927 186,108 
Huron Consulting Group, Inc. (a) 5,397 249,665 
ICF International, Inc. 4,324 283,568 
Kelly Services, Inc. Class A (non-vtg.) 12,217 183,133 
Upwork, Inc. (a) 24,940 310,254 
Verisk Analytics, Inc. 28,879 4,986,826 
  11,833,292 
Road & Rail - 0.9%   
AMERCO 3,241 1,045,223 
ArcBest Corp. (b) 8,426 188,658 
Avis Budget Group, Inc. (a)(b) 14,278 307,405 
CSX Corp. 137,765 9,861,219 
Heartland Express, Inc. 18,662 408,698 
J.B. Hunt Transport Services, Inc. 18,287 2,188,405 
Landstar System, Inc. 6,246 726,160 
Lyft, Inc. (a) 55,901 1,747,465 
Marten Transport Ltd. 13,256 339,221 
Old Dominion Freight Lines, Inc. 21,445 3,669,025 
Saia, Inc. (a) 5,515 598,047 
Universal Logistics Holdings, Inc. 11,009 163,594 
Werner Enterprises, Inc. (b) 14,321 661,917 
  21,905,037 
Trading Companies & Distributors - 0.2%   
Beacon Roofing Supply, Inc. (a) 12,667 311,862 
BMC Stock Holdings, Inc. (a) 14,894 389,776 
Fastenal Co. 104,660 4,318,272 
H&E Equipment Services, Inc. 8,428 144,456 
HD Supply Holdings, Inc. (a) 29,364 931,132 
Rush Enterprises, Inc. Class A 6,945 289,051 
  6,384,549 
TOTAL INDUSTRIALS  87,424,688 
INFORMATION TECHNOLOGY - 41.9%   
Communications Equipment - 1.7%   
Acacia Communications, Inc. (a) 8,710 587,925 
Cisco Systems, Inc. 760,030 36,344,635 
CommScope Holding Co., Inc. (a) 43,086 444,217 
EchoStar Holding Corp. Class A (a) 11,669 363,606 
Ericsson (B Shares) sponsored ADR 68,981 630,486 
F5 Networks, Inc. (a) 11,479 1,663,537 
Infinera Corp. (a) 46,687 232,501 
InterDigital, Inc. 7,036 386,769 
Ituran Location & Control Ltd. 9,333 159,688 
Lumentum Holdings, Inc. (a) 14,415 1,056,908 
NETGEAR, Inc. (a)(b) 8,769 225,626 
NetScout Systems, Inc. (a) 16,291 447,514 
Radware Ltd. (a) 11,959 284,863 
ViaSat, Inc. (a) 13,091 549,822 
Viavi Solutions, Inc. (a) 48,144 557,989 
  43,936,086 
Electronic Equipment & Components - 0.8%   
Avnet, Inc. 18,795 511,976 
CDW Corp. 24,887 2,760,217 
Cognex Corp. (b) 32,113 1,822,092 
Coherent, Inc. (a) 4,938 717,047 
ePlus, Inc. (a) 3,466 255,479 
Flextronics International Ltd. (a) 98,550 956,921 
FLIR Systems, Inc. 24,734 1,142,711 
Hollysys Automation Technologies Ltd. 17,162 214,353 
II-VI, Inc. (a) 17,548 834,056 
Insight Enterprises, Inc. (a) 7,567 387,884 
IPG Photonics Corp. (a) 10,073 1,565,344 
Itron, Inc. (a) 8,087 520,965 
Littelfuse, Inc. 4,923 799,938 
MTS Systems Corp. 7,210 126,968 
National Instruments Corp. 25,219 976,480 
Novanta, Inc. (a) 7,124 731,706 
OSI Systems, Inc. (a) 4,237 321,037 
PC Connection, Inc. 6,344 274,568 
Plexus Corp. (a) 6,425 412,614 
Sanmina Corp. (a) 15,211 404,765 
ScanSource, Inc. (a) 6,952 171,367 
Tech Data Corp. (a) 5,953 811,037 
Trimble, Inc. (a) 43,809 1,713,808 
TTM Technologies, Inc. (a) 24,744 286,288 
Zebra Technologies Corp. Class A (a) 9,338 2,440,206 
  21,159,827 
IT Services - 3.7%   
Akamai Technologies, Inc. (a) 29,680 3,140,144 
Amdocs Ltd. 25,374 1,579,785 
Automatic Data Processing, Inc. 77,035 11,284,857 
Cardtronics PLC (a)(b) 10,442 252,592 
Cass Information Systems, Inc. 4,182 168,702 
Cognizant Technology Solutions Corp. Class A 97,099 5,146,247 
CSG Systems International, Inc. (b) 7,567 358,297 
Euronet Worldwide, Inc. (a) 9,063 858,538 
Exela Technologies, Inc. (a)(b) 168,590 54,758 
ExlService Holdings, Inc. (a) 7,228 442,137 
Fiserv, Inc. (a) 121,231 12,943,834 
GDS Holdings Ltd. ADR (a) 19,845 1,131,165 
Jack Henry & Associates, Inc. 14,165 2,561,882 
ManTech International Corp. Class A 5,733 445,683 
MongoDB, Inc. Class A (a) 9,197 2,134,716 
NIC, Inc. 15,647 376,467 
Okta, Inc. (a) 20,573 4,023,667 
Paychex, Inc. 65,288 4,719,017 
PayPal Holdings, Inc. (a) 210,093 32,566,516 
Perficient, Inc. (a) 6,078 206,895 
QIWI PLC Class B sponsored ADR 15,347 214,014 
Sabre Corp. (b) 61,761 430,474 
StoneCo Ltd. Class A (a)(b) 27,288 864,484 
Sykes Enterprises, Inc. (a) 9,917 270,337 
Ttec Holdings, Inc. 10,400 440,544 
Tucows, Inc. (a)(b) 3,235 194,326 
VeriSign, Inc. (a) 20,520 4,494,085 
Verra Mobility Corp. (a) 37,479 408,896 
Virtusa Corp. (a) 7,331 220,443 
Wix.com Ltd. (a) 9,586 2,131,255 
  94,064,757 
Semiconductors & Semiconductor Equipment - 9.7%   
Advanced Energy Industries, Inc. (a) 8,255 551,682 
Advanced Micro Devices, Inc. (a) 208,514 11,218,053 
Ambarella, Inc. (a) 7,189 407,904 
Amkor Technology, Inc. (a) 48,067 508,549 
Analog Devices, Inc. 66,621 7,524,842 
Applied Materials, Inc. 163,315 9,175,037 
ASML Holding NV 12,998 4,282,971 
Axcelis Technologies, Inc. (a) 9,477 254,457 
Broadcom, Inc. 71,472 20,817,649 
Brooks Automation, Inc. 15,088 603,067 
Cabot Microelectronics Corp. 5,890 853,225 
Canadian Solar, Inc. (a)(b) 14,771 277,695 
Cirrus Logic, Inc. (a) 11,604 841,058 
Cree, Inc. (a)(b) 21,068 1,110,073 
Diodes, Inc. (a) 10,763 523,512 
Enphase Energy, Inc. (a) 23,363 1,359,493 
Entegris, Inc. 25,580 1,531,730 
First Solar, Inc. (a)(b) 17,035 794,172 
FormFactor, Inc. (a) 16,830 423,611 
Intel Corp. 766,005 48,204,695 
KLA-Tencor Corp. 28,526 5,019,435 
Kopin Corp. (a) 56,043 58,285 
Kulicke & Soffa Industries, Inc. 14,556 325,472 
Lam Research Corp. 26,293 7,195,605 
Lattice Semiconductor Corp. (a)(b) 27,678 688,352 
MACOM Technology Solutions Holdings, Inc. (a) 14,754 468,440 
Marvell Technology Group Ltd. 123,030 4,013,239 
Maxim Integrated Products, Inc. 49,724 2,868,080 
Microchip Technology, Inc. 43,534 4,180,135 
Micron Technology, Inc. (a) 200,236 9,593,307 
MKS Instruments, Inc. 10,661 1,126,121 
Monolithic Power Systems, Inc. 8,395 1,760,851 
Nova Measuring Instruments Ltd. (a) 6,979 332,898 
NVIDIA Corp. 109,648 38,927,233 
NXP Semiconductors NV 50,854 4,887,069 
ON Semiconductor Corp. (a) 78,812 1,299,610 
Power Integrations, Inc. 6,074 658,118 
Qorvo, Inc. (a) 21,001 2,199,645 
Qualcomm, Inc. 204,331 16,526,291 
Rambus, Inc. (a) 25,215 391,841 
Semtech Corp. (a) 13,557 720,961 
Silicon Laboratories, Inc. (a) 8,591 804,633 
Silicon Motion Technology Corp. sponsored ADR 8,026 361,732 
Skyworks Solutions, Inc. 31,185 3,696,670 
SolarEdge Technologies, Inc. (a) 8,511 1,207,711 
SunPower Corp. (a)(b) 41,020 296,164 
Synaptics, Inc. (a)(b) 7,212 459,549 
Teradyne, Inc. 30,121 2,018,709 
Texas Instruments, Inc. 167,109 19,842,523 
Tower Semiconductor Ltd. (a) 19,991 402,019 
Universal Display Corp. 8,435 1,236,571 
Xilinx, Inc. 43,754 4,023,180 
  248,853,924 
Software - 15.9%   
2U, Inc. (a) 11,348 413,862 
ACI Worldwide, Inc. (a) 23,065 636,133 
Adobe, Inc. (a) 86,599 33,479,173 
Alarm.com Holdings, Inc. (a) 10,457 494,512 
Altair Engineering, Inc. Class A (a)(b) 8,844 345,712 
ANSYS, Inc. (a) 15,385 4,353,955 
AppFolio, Inc. (a)(b) 3,570 565,881 
Appian Corp. Class A (a)(b) 7,758 441,896 
Aspen Technology, Inc. (a) 12,863 1,358,847 
Atlassian Corp. PLC (a) 21,596 4,001,739 
Autodesk, Inc. (a) 39,707 8,353,559 
Blackbaud, Inc. 10,278 602,394 
BlackLine, Inc. (a) 11,306 840,036 
Bottomline Technologies, Inc. (a) 9,492 480,295 
Cadence Design Systems, Inc. (a) 50,868 4,643,740 
CDK Global, Inc. 23,195 911,795 
Check Point Software Technologies Ltd. (a) 25,366 2,781,889 
Citrix Systems, Inc. 21,409 3,171,101 
CommVault Systems, Inc. (a) 10,263 415,241 
Cornerstone OnDemand, Inc. (a) 12,252 473,540 
Coupa Software, Inc. (a) 11,707 2,663,460 
Crowdstrike Holdings, Inc. (b) 20,362 1,787,987 
CyberArk Software Ltd. (a) 6,590 683,910 
Datadog, Inc. Class A (a) 31,416 2,239,018 
Descartes Systems Group, Inc. (Canada) (a) 16,872 804,356 
DocuSign, Inc. (a) 32,782 4,580,957 
Dropbox, Inc. Class A (a) 42,600 961,482 
Ebix, Inc. (b) 7,714 172,871 
Everbridge, Inc. (a) 6,681 977,163 
FireEye, Inc. (a) 46,977 586,273 
Five9, Inc. (a) 11,843 1,234,041 
Fortinet, Inc. (a) 31,194 4,342,205 
GTY Govtech, Inc. (a)(b) 23,510 88,163 
Intuit, Inc. 46,860 13,604,395 
j2 Global, Inc. 9,559 748,470 
LivePerson, Inc. (a)(b) 13,877 519,694 
LogMeIn, Inc. 7,819 663,833 
Magic Software Enterprises Ltd. 9,210 93,666 
Manhattan Associates, Inc. (a) 12,353 1,092,005 
Microsoft Corp. 1,360,105 249,239,218 
MicroStrategy, Inc. Class A (a) 2,027 252,321 
Mimecast Ltd. (a) 12,709 530,982 
NICE Systems Ltd. sponsored ADR (a) 8,388 1,561,342 
Nortonlifelock, Inc. 111,662 2,543,660 
Nuance Communications, Inc. (a) 50,759 1,161,366 
Nutanix, Inc. Class A (a) 35,568 855,766 
Open Text Corp. 50,057 2,079,573 
Parametric Technology Corp. (a) 21,579 1,648,204 
Pareteum Corp. (a)(b) 176,841 77,120 
Paylocity Holding Corp. (a) 10,117 1,315,261 
Pegasystems, Inc. 15,093 1,435,646 
Pluralsight, Inc. (a)(b) 23,307 485,485 
Progress Software Corp. 9,866 398,586 
Proofpoint, Inc. (a) 10,895 1,266,762 
Qualys, Inc. (a)(b) 7,768 895,806 
Rapid7, Inc. (a) 10,199 498,629 
RealPage, Inc. (a) 15,744 1,067,758 
Safe-T Group Ltd. ADR (a)(b) 52,870 69,260 
Sapiens International Corp. NV (b) 12,306 289,437 
Splunk, Inc. (a) 27,760 5,158,918 
SPS Commerce, Inc. (a) 7,703 525,036 
SS&C Technologies Holdings, Inc. 45,484 2,633,296 
SurveyMonkey (a) 28,840 581,126 
Synopsys, Inc. (a) 27,393 4,955,668 
Talend SA ADR (a)(b) 8,506 262,240 
Tenable Holdings, Inc. (a) 19,634 613,955 
The Trade Desk, Inc. (a)(b) 7,511 2,340,127 
TiVo Corp. 35,000 213,150 
Varonis Systems, Inc. (a) 6,445 543,894 
Verint Systems, Inc. (a) 12,580 583,335 
Workday, Inc. Class A (a) 29,948 5,493,362 
Zoom Video Communications, Inc. Class A (a) 29,927 5,371,298 
Zscaler, Inc. (a)(b) 24,295 2,383,097 
  405,939,933 
Technology Hardware, Storage & Peripherals - 10.1%   
Apple, Inc. 782,446 248,770,881 
Logitech International SA (b) 31,430 1,868,199 
Nano Dimension Ltd. ADR (a)(b) 104,690 271,147 
NetApp, Inc. 41,046 1,828,189 
Seagate Technology LLC 48,255 2,559,445 
Stratasys Ltd. (a)(b) 14,173 253,130 
Super Micro Computer, Inc. (a) 10,491 272,346 
Western Digital Corp. 54,939 2,437,643 
  258,260,980 
TOTAL INFORMATION TECHNOLOGY  1,072,215,507 
MATERIALS - 0.3%   
Chemicals - 0.1%   
AgroFresh Solutions, Inc. (a) 12,872 34,240 
Balchem Corp. 6,484 652,615 
Innospec, Inc. 5,500 423,995 
Loop Industries, Inc. (a)(b) 7,688 65,963 
Methanex Corp. 17,783 288,150 
  1,464,963 
Containers & Packaging - 0.0%   
Silgan Holdings, Inc. 20,638 690,135 
Metals & Mining - 0.2%   
Ferroglobe PLC (a)(b) 104,116 74,079 
Ferroglobe Representation & Warranty Insurance (a)(c) 7,187 
Kaiser Aluminum Corp. 4,107 294,677 
Pan American Silver Corp. (b) 40,930 1,199,249 
Royal Gold, Inc. 12,364 1,646,885 
SSR Mining, Inc. (a) 26,191 503,713 
Steel Dynamics, Inc. 37,840 1,005,030 
  4,723,633 
Paper & Forest Products - 0.0%   
Mercer International, Inc. (SBI) 22,566 182,108 
TOTAL MATERIALS  7,060,839 
REAL ESTATE - 1.1%   
Equity Real Estate Investment Trusts (REITs) - 1.0%   
American Finance Trust, Inc. 24,182 177,012 
Brookfield Property REIT, Inc. Class A (b) 11,320 117,615 
CareTrust (REIT), Inc. 20,899 389,348 
CyrusOne, Inc. 19,541 1,452,678 
Equinix, Inc. 15,287 10,664,670 
Gaming & Leisure Properties 40,025 1,382,464 
Gladstone Commercial Corp. 9,533 170,831 
Government Properties Income Trust 10,839 274,118 
Hospitality Properties Trust (SBI) 32,213 217,438 
Industrial Logistics Properties Trust 14,964 280,575 
Lamar Advertising Co. Class A 14,622 969,439 
Potlatch Corp. 14,419 490,102 
Regency Centers Corp. 28,436 1,216,776 
Retail Opportunity Investments Corp. 30,382 285,287 
Sabra Health Care REIT, Inc. 41,440 557,782 
SBA Communications Corp. Class A 19,881 6,245,219 
Senior Housing Properties Trust (SBI) 71,407 255,637 
Uniti Group, Inc. 36,010 297,083 
  25,444,074 
Real Estate Management & Development - 0.1%   
Brookfield Property Partners LP 74,362 768,005 
Colliers International Group, Inc. 7,735 399,489 
FirstService Corp. 8,466 790,132 
Newmark Group, Inc. 29,112 123,726 
Redfin Corp. (a) 15,912 477,201 
The RMR Group, Inc. 5,203 140,273 
  2,698,826 
TOTAL REAL ESTATE  28,142,900 
UTILITIES - 0.7%   
Electric Utilities - 0.6%   
Alliant Energy Corp. 45,569 2,249,286 
Exelon Corp. 175,518 6,724,095 
MGE Energy, Inc. 7,236 491,252 
Otter Tail Corp. 8,658 371,515 
Xcel Energy, Inc. 93,023 6,049,286 
  15,885,434 
Independent Power and Renewable Electricity Producers - 0.1%   
Atlantica Sustainable Infrastr (b) 19,978 523,424 
Terraform Power, Inc. 45,055 828,111 
  1,351,535 
Water Utilities - 0.0%   
Middlesex Water Co. (b) 4,453 302,181 
TOTAL UTILITIES  17,539,150 
TOTAL COMMON STOCKS   
(Cost $1,734,601,587)  2,553,339,802 
Money Market Funds - 3.2%   
Fidelity Cash Central Fund 0.11% (d) 4,854,069 4,855,040 
Fidelity Securities Lending Cash Central Fund 0.10% (d)(e) 76,965,721 76,973,418 
TOTAL MONEY MARKET FUNDS   
(Cost $81,826,255)  81,828,458 
TOTAL INVESTMENT IN SECURITIES - 102.9%   
(Cost $1,816,427,842)  2,635,168,260 
NET OTHER ASSETS (LIABILITIES) - (2.9)%  (73,562,474) 
NET ASSETS - 100%  $2,561,605,786 

Futures Contracts      
 Number of contracts Expiration Date Notional Amount Value Unrealized Appreciation/(Depreciation) 
Purchased      
Equity Index Contracts      
CME E-mini NASDAQ 100 Index Contracts (United States) 44 June 2020 $8,413,020 $1,547,476 $1,547,476 

The notional amount of futures purchased as a percentage of Net Assets is 0.3%

For the period, the average monthly notional amount at value for futures contracts in the aggregate was $134,872,707.

Legend

 (a) Non-income producing

 (b) Security or a portion of the security is on loan at period end.

 (c) Level 3 security

 (d) Affiliated fund that is generally available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

 (e) Investment made with cash collateral received from securities on loan.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund Income earned 
Fidelity Cash Central Fund $1,144,903 
Fidelity Securities Lending Cash Central Fund 687,426 
Total $1,832,329 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations, if applicable. Amount for Fidelity Securities Lending Cash Central Fund represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities.

Investment Valuation

The following is a summary of the inputs used, as of May 31, 2020, involving the Fund's assets and liabilities carried at fair value. 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, and their aggregation into the levels used below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Communication Services $452,183,473 $452,183,473 $-- $-- 
Consumer Discretionary 387,653,793 387,653,793 -- -- 
Consumer Staples 104,637,153 104,637,153 -- -- 
Energy 4,575,428 4,575,428 -- -- 
Financials 111,771,952 111,771,952 -- -- 
Health Care 280,134,919 280,088,492 -- 46,427 
Industrials 87,424,688 87,424,688 -- -- 
Information Technology 1,072,215,507 1,072,215,507 -- -- 
Materials 7,060,839 7,060,839 -- -- 
Real Estate 28,142,900 28,142,900 -- -- 
Utilities 17,539,150 17,539,150 -- -- 
Money Market Funds 81,828,458 81,828,458 -- -- 
Total Investments in Securities: $2,635,168,260 $2,635,121,833 $-- $46,427 
Derivative Instruments:     
Assets     
Futures Contracts $1,547,476 $1,547,476 $-- $-- 
Total Assets $1,547,476 $1,547,476 $-- $-- 
Total Derivative Instruments: $1,547,476 $1,547,476 $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of May 31, 2020. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Futures Contracts(a) $1,547,476 $0 
Total Equity Risk 1,547,476 
Total Value of Derivatives $1,547,476 $0 

 (a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. In the Statement of Assets and Liabilities, the period end daily variation margin is included in receivable or payable for daily variation margin on futures contracts, and the net cumulative appreciation (depreciation) is included in Total accumulated earnings (loss).

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  May 31, 2020 (Unaudited) 
Assets   
Investment in securities, at value (including securities loaned of $75,377,633) — See accompanying schedule:
Unaffiliated issuers (cost $1,734,601,587) 
$2,553,339,802  
Fidelity Central Funds (cost $81,826,255) 81,828,458  
Total Investment in Securities (cost $1,816,427,842)  $2,635,168,260 
Segregated cash with brokers for derivative instruments  645,000 
Foreign currency held at value (cost $5,242)  5,039 
Receivable for investments sold  1,159,125 
Dividends receivable  2,042,209 
Distributions receivable from Fidelity Central Funds  103,609 
Receivable for daily variation margin on futures contracts  88,386 
Other receivables  11,138 
Total assets  2,639,222,766 
Liabilities   
Payable for investments purchased $206,450  
Accrued management fee 426,445  
Other payables and accrued expenses 16,755  
Collateral on securities loaned 76,967,330  
Total liabilities  77,616,980 
Net Assets  $2,561,605,786 
Net Assets consist of:   
Paid in capital  $1,672,871,831 
Total accumulated earnings (loss)  888,733,955 
Net Assets  $2,561,605,786 
Net Asset Value, offering price and redemption price per share ($2,561,605,786 ÷ 6,930,000 shares)  $369.64 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Six months ended May 31, 2020 (Unaudited) 
Investment Income   
Dividends  $12,437,825 
Interest  60,010 
Income from Fidelity Central Funds (including $687,426 from security lending)  1,832,329 
Total income  14,330,164 
Expenses   
Management fee $2,416,157  
Independent trustees' fees and expenses 6,459  
Miscellaneous 23,570  
Total expenses  2,446,186 
Net investment income (loss)  11,883,978 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 2,044,212  
Redemptions in-kind with affiliated entities 24,173,425  
Fidelity Central Funds 2,613  
Foreign currency transactions 810  
Futures contracts 60,572,585  
Total net realized gain (loss)  86,793,645 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers 145,530,546  
Fidelity Central Funds (865)  
Assets and liabilities in foreign currencies 372  
Futures contracts (19,929,108)  
Total change in net unrealized appreciation (depreciation)  125,600,945 
Net gain (loss)  212,394,590 
Net increase (decrease) in net assets resulting from operations  $224,278,568 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Six months ended May 31, 2020 (Unaudited) Year ended November 30, 2019 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $11,883,978 $22,964,780 
Net realized gain (loss) 86,793,645 90,871,653 
Change in net unrealized appreciation (depreciation) 125,600,945 246,608,407 
Net increase (decrease) in net assets resulting from operations 224,278,568 360,444,840 
Distributions to shareholders (32,350,130) (22,429,700) 
Share transactions   
Proceeds from sales of shares 218,365,532 216,266,412 
Cost of shares redeemed (51,158,251) (200,133,424) 
Net increase (decrease) in net assets resulting from share transactions 167,207,281 16,132,988 
Total increase (decrease) in net assets 359,135,719 354,148,128 
Net Assets   
Beginning of period 2,202,470,067 1,848,321,939 
End of period $2,561,605,786 $2,202,470,067 
Other Information   
Shares   
Sold 630,000 730,000 
Redeemed (160,000) (690,000) 
Net increase (decrease) 470,000 40,000 

See accompanying notes which are an integral part of the financial statements.


Fidelity Nasdaq Composite Index Tracking Stock

 Six months ended (Unaudited) May 31, Years endedNovember 30,     
 2020 2019 2018 2017 2016 2015 
Selected Per–Share Data       
Net asset value, beginning of period $340.94 $287.90 $270.47 $209.73 $201.07 $188.45 
Income from Investment Operations       
Net investment income (loss)A 1.76 3.53 2.76 2.40 2.43 2.14 
Net realized and unrealized gain (loss) 31.86 52.98 17.36 60.58 8.56 12.44 
Total from investment operations 33.62 56.51 20.12 62.98 10.99 14.58 
Distributions from net investment income (1.78) (3.47) (2.69) (2.24) (2.33) (1.96) 
Distributions from net realized gain (3.14) – – – – – 
Total distributions (4.92) (3.47) (2.69) (2.24) (2.33) (1.96) 
Net asset value, end of period $369.64 $340.94 $287.90 $270.47 $209.73 $201.07 
Total ReturnB,C 10.04% 19.83% 7.42% 30.21% 5.56% 7.79% 
Ratios to Average Net AssetsD,E       
Expenses before reductions .21%F .27% .27% .31% .32% .42% 
Expenses net of fee waivers, if any .21%F .21% .21% .21% .21% .21% 
Expenses net of all reductions .21%F .21% .21% .21% .21% .21% 
Net investment income (loss) 1.04%F 1.15% .95% .99% 1.25% 1.11% 
Supplemental Data       
Net assets, end of period (000 omitted) $2,561,606 $2,202,470 $1,848,322 $1,479,445 $755,017 $663,523 
Portfolio turnover rateG,H 17%F 6% 10% 12% 6% 9% 

 A Calculated based on average shares outstanding during the period.

 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 Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

 F Annualized

 G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 H Portfolio turnover rate excludes securities received or delivered in-kind.

See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements

For the period ended May 31, 2020

1. Organization.

Fidelity Nasdaq Composite Index Tracking Stock (the Fund) is an exchange-traded fund of Fidelity Commonwealth Trust (the Trust) and is authorized to issue an unlimited number of shares. 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. The Fund may operate as a non-diversified fund, as defined under the 1940 Act, to the approximate extent the Index is non-diversified.

Effective January 1, 2020:

Investment advisers Fidelity Investments Money Management, Inc., FMR Co., Inc., and Fidelity SelectCo, LLC, merged with and into Fidelity Management & Research Company. In connection with the merger transactions, the resulting, merged investment adviser was then redomiciled from Massachusetts to Delaware, changed its corporate structure from a corporation to a limited liability company, and changed its name to "Fidelity Management & Research Company LLC".

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date ranged from less than .005% to .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. 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 – Investments 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 following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

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

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of May 31, 2020 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV 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 and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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. 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. Realized gain or loss resulting from in-kind redemptions is not taxable to the Fund and is not distributed to shareholders of the Fund. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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 futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, redemptions in kind, partnerships, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation $930,128,737 
Gross unrealized depreciation (114,708,172) 
Net unrealized appreciation (depreciation) $815,420,565 
Tax cost $1,821,295,171 

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is presented in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The notional amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Cash deposited to meet initial margin requirements is presented as segregated cash with brokers for derivative instruments in the Statement of Assets and Liabilities.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and in-kind transactions are noted in the table below.

 Purchases ($) Sales ($) 
Fidelity Nasdaq Composite Index Tracking Stock 594,394,918 174,920,340 

Securities received and delivered in-kind through subscriptions and redemptions totaled $186,296,913 and $50,464,554, respectively.

6. 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 Fund pays an all-inclusive management fee based on annual rate of .21% of the Fund's average net assets; and the investment adviser pays all ordinary operating expenses of the Fund, except fees and expenses of the independent Trustees and certain miscellaneous expenses such as proxy and shareholder meeting expenses.

Sub-Adviser. Geode Capital Management, LLC (Geode), serves as sub-adviser for the Fund. Geode provides discretionary investment advisory services to the Fund and is paid by the investment adviser for providing these services.

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. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $1,300.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. For equity securities, lending agents are used, including National Financial Services (NFS), an affiliate of the Fund. Pursuant to a securities lending agreement, NFS will receive a fee, which is capped at 9.9% of daily lending revenue, for its services as lending agent. The Fund may lend securities to certain qualified borrowers, including NFS. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to NFS, as affiliated borrower, at period end was $963,575. Total fees paid by the Fund to NFS, as lending agent, amounted to $71,686. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds, and includes $26,044 from securities loaned to NFS, as affiliated borrower.

8. Share Transactions.

The Fund issues and redeems shares at NAV only with certain authorized participants in large increments known as Creation Units. Purchases of Creation Units are made by tendering a basket of designated stocks to the Fund and redemption proceeds are paid with a basket of securities from the Fund's portfolio with a balancing cash component to equate the market value of the basket of securities delivered or redeemed to the NAV per Creation Unit on the transaction date. Cash may be substituted equivalent to the value of certain securities generally when they are not available in sufficient quantity for delivery. The Fund's shares are available in smaller increments to investors in the secondary market at market prices and may be subject to commissions. Authorized participants pay a transaction fee to the shareholder servicing agent when purchasing and redeeming Creation Units of the Fund. The transaction fee is used to defray the costs associated with the issuance and redemption of Creation Units.

9. Other.

The 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, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

10. 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 of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the 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 (December 1, 2019 to May 31, 2020).

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 under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's 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 Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's 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.

 Annualized Expense Ratio-A Beginning
Account Value
December 1, 2019 
Ending
Account Value
May 31, 2020 
Expenses Paid
During Period-B
December 1, 2019
to May 31, 2020 
Actual .21% $1,000.00 $1,100.40 $1.10 
Hypothetical-C  $1,000.00 $1,023.95 $1.06 

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

 B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

 C 5% return per year before expenses

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Nasdaq Composite Index Tracking Stock

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 the sub-advisory agreement (Sub-Advisory Agreement) for the fund with Geode Capital Management, LLC (Geode) (together, the Advisory Contracts). FMR and Geode 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.

Approval of Amended and Restated Advisory Contracts. At its November 2019 meeting, the Board unanimously determined to approve an amended and restated management contract and sub-advisory agreements (Amended and Restated Contracts) for a stub period of January 1, 2020 through January 31, 2020 in connection with a consolidation of certain of Fidelity's advisory businesses. The Board considered that, on or about January 1, 2020, FMR Co., Inc. (FMRC) expected to merge with and into FMR and, after the merger, FMR expected to redomicile as a Delaware limited liability company. The Board noted that the Amended and Restated Contracts will reflect the replacement of FMRC with FMR and will take effect upon the completion of the merger. The Board noted that references to FMR in the Amended and Restated Contracts would be updated to reflect FMR's new form of organization and domicile. The Board also noted Fidelity's assurance that neither the planned consolidation nor the Amended and Restated Contracts will change the investment processes, the level or nature of services provided, the resources and personnel allocated, trading and compliance operations, or any fees paid by the fund.

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 has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. 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 with trustees of other Fidelity funds through joint ad hoc committees to discuss certain matters relevant to all of the Fidelity funds.

At its January 2020 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 provided by and the profits realized by Fidelity and Geode from their respective 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.

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 of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, 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, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided.  The Board considered staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity and Geode, 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 and with representatives of Geode. The Board considered the structure of the investment personnel compensation programs and whether the structures provide 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.

The Trustees also discussed with representatives of Fidelity, at meetings throughout the year, Fidelity's role in, among other things, overseeing compliance with federal securities laws and other applicable requirements by Geode with respect to the fund and monitoring and overseeing the performance and investment capabilities of Geode. The Trustees considered that the Board had received from Fidelity periodic reports about its oversight and due diligence processes, as well as periodic reports regarding the performance of Geode.

The Board also considered the nature, extent and quality of services provided by Geode. The Trustees noted that under the Sub-Advisory Agreement, subject to oversight by Fidelity, Geode is responsible for, among other things, identifying investments and arranging for execution of portfolio transactions to implement the fund's investment strategy. In addition, the Trustees noted that Geode is responsible for providing such reporting as may be requested by Fidelity to fulfill its oversight responsibilities discussed above.

Resources Dedicated to Investment Management and Support Services.  The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's and Geode's investment staffs, including their size, education, experience, and resources, as well as Fidelity's and Geode's approach to recruiting, training, managing, and compensating investment personnel. The Board considered that Fidelity's and Geode's investment professionals have extensive resources, tools and capabilities 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. Additionally, in its deliberations, the Board considered Fidelity's and Geode's trading, risk management, compliance, 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 and administrative services provided by the Investment Advisers and their affiliates under the Advisory Contracts and by FMR's affiliates under separate agreements covering pricing and bookkeeping and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally State Street Bank and Trust Company, the fund's transfer agent and custodian; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers.

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, and the expanded availability of Fidelity Investor Centers.

Investment in a Large Fund Family.  The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits 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 mutual 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, including: (i) continuing to dedicate additional resources to Fidelity's investment research process, which includes meetings with management of issuers of securities in which the funds invest, and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and ETFs with innovative structures, strategies and pricing and making other enhancements to meet client needs; (iv) launching new share classes of existing funds; (v) eliminating purchase minimums and broadening eligibility requirements for certain funds and share classes; (vi) reducing management fees and total expenses for certain target date funds and index funds; (vii) lowering expense caps for certain existing funds and classes, and converting certain voluntary expense caps to contractual caps, to reduce expenses borne by shareholders; (viii) rationalizing product lines and gaining increased efficiencies from fund mergers, liquidations, and share class consolidations; (ix) continuing to develop, acquire and implement systems and technology to improve services to the funds and shareholders, strengthen information security, and increase efficiency; and (x) continuing to implement enhancements to further strengthen Fidelity's product line to increase investors' probability of success in achieving their investment goals, including retirement income goals.

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 and its performance history.

The Board took into account discussions that occur at Board meetings throughout the year with representatives of the Investment Advisers about 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 considers annualized return information for the fund for different time periods, measured against the securities market index the fund seeks to track. The Board also periodically considers the fund's tracking error versus its benchmark index. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or 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. In general, the Independent Trustees believe that an index fund's performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to a fund's benchmark index, over appropriate time periods taking into account relevant factors including the following: general market conditions; the characteristics of the fund's benchmark index; the extent to which statistical sampling is employed; any securities lending revenues; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative total return information for the fund and its benchmark index for the most recent one-, three-, and five-year periods ended June 30, 2019, as shown below. A peer group is not shown below because the fund does not generally utilize a peer group for performance comparison purposes.

Fidelity Nasdaq Composite Index Tracking Stock


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 considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds 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 ended June 30 (December 31 for periods prior to 2017) 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 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 also are 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 the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Sized 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 the fund's management fee rate ranked, is also included in the chart and was considered by the Board.

Fidelity Nasdaq Composite Index Tracking Stock


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and above the median of its ASPG for the 12-month period ended June 30, 2019. The Board considered that Fidelity has not identified any comparable publicly available ETFs and that Fidelity believes this provides it with a competitive advantage in the marketplace. The Board also considered that Fidelity believes the fund's management fee is reasonable given that the fund's total expense ratio is 9 basis points below its competitive median.

The Board noted that it and the boards of other Fidelity funds formed an ad hoc Committee on Group Fee, which meets periodically, to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. The Committee's focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component (such as the fund) and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

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 management fee rate as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. 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 Board noted that the fund's total expense ratio ranked below the competitive median for the 12-month period ended June 30, 2019.

Fees Charged to Other Clients.  The Board also considered fee structures applicable to clients of Fidelity and Geode, such as other funds advised or subadvised by Fidelity or Geode, 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 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.

PricewaterhouseCoopers LLP (PwC), auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's 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 the fund profitability information and its conformity to established allocation methodologies. After considering PwC's 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 and Geode's non-fund businesses and potential indirect benefits such businesses may have received as a result of their association with Fidelity's mutual fund business (i.e., fall-out benefits) as well as cases where Fidelity's and Geode's affiliates may benefit from the funds' business. The Board noted that changes to fall-out benefits year-over-year reflect business developments at Fidelity's and Geode's various businesses. The Board considered that a joint ad hoc committee created by it and the boards of other Fidelity funds had recently been established, and met periodically, to evaluate potential fall-out benefits (PFOB Committee). The Board noted that the PFOB Committee, among other things: (i) discussed the legal framework surrounding potential fall-out benefits; (ii) reviewed the Board's responsibilities and approach to potential fall-out benefits; and (iii) reviewed practices employed by competitor funds regarding the review of 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, including the conclusions of the PFOB Committee, and was satisfied that the profitability was not excessive.

The Board also considered information regarding the profitability of Geode's relationship with the fund.

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 (the Economies of Scale 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 concluded, taking into account the analysis of the Economies of Scale 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) fund flow and performance trends, in particular the underperformance of certain funds and strategies, and Fidelity's long-term strategies for certain funds; (ii) consideration of performance fees for additional funds; (iii) changes in Fidelity's non-fund businesses and the impact of such changes on the funds; (iv) metrics for evaluating index fund and ETF performance and information about ETF trading characteristics; (v) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (vi) the expense structures for different funds and classes; (vii) information regarding other accounts managed by Fidelity, including collective investment trusts and separately managed accounts; and (viii) Fidelity's philosophies and strategies for evaluating funds and classes with lower or declining asset levels.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory and sub-advisory fee arrangements are fair and reasonable, and that the fund's Amended and Restated Contracts should be approved and the fund's Advisory Contracts should be renewed.

Liquidity Risk Management Program

The Securities and Exchange Commission adopted Rule 22e-4 under the Investment Company Act of 1940 (the Liquidity Rule) to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that funds will be unable to meet their redemption obligations and mitigating dilution of the interests of fund shareholders.

The Fund has adopted and implemented a liquidity risk management program pursuant to the Liquidity Rule (the Program) effective December 1, 2018. The Program is reasonably designed to assess and manage the Fund’s liquidity risk and to comply with the requirements of the Liquidity Rule. The Fund’s Board of Trustees (the Board) has designated the Fund’s investment adviser as administrator of the Program. The Fidelity advisers have established a Liquidity Risk Management Committee (the LRM Committee) to manage the Program for each of the Fidelity Funds. The LRM Committee monitors the adequacy and effectiveness of implementation of the Program and on a periodic basis assesses each Fund’s liquidity risk based on a variety of factors including (1) the Fund’s investment strategy, (2) portfolio liquidity and cash flow projections during normal and reasonably foreseeable stressed conditions, (3) shareholder redemptions, (4) borrowings and other funding sources and (5) in the case of exchange-traded funds, certain additional factors including the effect of the Fund’s prices and spreads, market participants, and basket compositions on the overall liquidity of the Fund’s portfolio, as applicable.

In accordance with the Program, each of the Fund’s portfolio investments is classified into one of four liquidity categories described below based on a determination of a reasonable expectation for how long it would take to convert the investment to cash (or sell or dispose of the investment) without significantly changing its market value.

Liquidity classification determinations take into account a variety of factors including various market, trading and investment-specific considerations, as well as market depth, and generally utilize analysis from a third-party liquidity metrics service.

The Liquidity Rule places a 15% limit on a fund’s illiquid investments and requires funds that do not primarily hold assets that are highly liquid investments to determine and maintain a minimum percentage of the fund’s net assets to be invested in highly liquid investments (highly liquid investment minimum or HLIM). The Program includes provisions reasonably designed to comply with the 15% limit on illiquid investments and for determining, periodically reviewing and complying with the HLIM requirement as applicable.

At a recent meeting of the Fund’s Board of Trustees, the LRM Committee provided a written report to the Board pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the annual period from December 1, 2018 through November 30, 2019. The report concluded that the Program has been implemented and is operating effectively and is reasonably designed to assess and manage the Fund’s liquidity risk.





Fidelity Investments

ETF-SANN-0720
1.795572.116


Item 2.

Code of Ethics


Not applicable.

 

Item 3.

Audit Committee Financial Expert


Not applicable.


Item 4.

Principal Accountant Fees and Services


Not applicable.


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 Fidelity Commonwealth Trusts Board of Trustees.


Item 11.

Controls and Procedures


(a)(i)  The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Commonwealth Trusts (the Trust) 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 Trusts 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 Trusts internal control over financial reporting.


Item 12.

Disclosure of Securities Lending Activities for Closed-End Management

Investment Companies


Not applicable.



Item 13.

Exhibits


(a)

(1)

Not applicable.

(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 Commonwealth Trust



By:

/s/Stacie M. Smith


Stacie M. Smith


President and Treasurer



Date:

July 22, 2020


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/Stacie M. Smith


Stacie M. Smith


President and Treasurer



Date:

July 22, 2020



By:

/s/John J. Burke III


John J. Burke III


Chief Financial Officer



Date:

July 22, 2020

 







Form of Certification required from Principal Executive Officer and Principal Financial Officer in connection with each Form N

                                                      Exhibit EX-99.CERT

     

I, Stacie M. Smith, certify that:


1.

I have reviewed this report on Form N-CSR of Fidelity Commonwealth Trust;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.

The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based upon such evaluation; and

d.

Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and



5.

The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.


Date:

 July 22, 2020

/s/Stacie M. Smith

Stacie M. Smith

President and Treasurer



I, John J. Burke III, certify that:

1.

I have reviewed this report on Form N-CSR of Fidelity Commonwealth Trust;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.

The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based upon such evaluation; and

d.

Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and

5.

The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):



a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.


Date:

July 22, 2020

/s/John J. Burke III

John J. Burke III

Chief Financial Officer









Exhibit 99

Exhibit EX-99.906CERT



Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code)


In connection with the attached Report of Fidelity Commonwealth Trust (the Trust) on Form N-CSR to be filed with the Securities and Exchange Commission (the Report), each of the undersigned officers of the Trust does hereby certify that, to the best of such officers knowledge:


1.

The Report fully complies with the requirements of 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Trust as of, and for, the periods presented in the Report.


Dated: July 22, 2020



/s/Stacie M. Smith

Stacie M. Smith

President and Treasurer



 

Dated: July 22, 2020



/s/John J. Burke III

John J. Burke III

Chief Financial Officer




A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Trust and will be retained by the Trust and furnished to the Securities and Exchange Commission or its staff upon request.