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, Massachusetts 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:

November 30, 2021




Item 1.

Reports to Stockholders




Fidelity® Nasdaq Composite Index® ETF (formerly Fidelity® Nasdaq Composite Index Tracking Stock)



Annual Report

November 30, 2021

Fidelity Investments



Fidelity Investments

Contents

Note to Shareholders

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts


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®, Nasdaq Composite Index®, Nasdaq Composite®, and The Nasdaq Stock Market®, are registered trademarks of Nasdaq, Inc. (which with its affiliates is referred to as the “Corporations”) and are licensed for use by Fidelity. The Product(s) have not been passed on by the Corporations as to their legality or suitability. The Product(s) are not issued, endorsed, sold, or promoted by the Corporations. THE CORPORATIONS MAKE NO WARRANTIES AND BEAR NO LIABILITY WITH RESPECT TO THE PRODUCT(S).

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. © 2022 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:

Early in 2020, the outbreak and spread of COVID-19 emerged as a public health emergency that had a major influence on financial markets, primarily based on its impact on the global economy and corporate earnings. On March 11, 2020, the World Health Organization declared the COVID-19 outbreak a pandemic, citing sustained risk of further global spread. The pandemic prompted a number of measures to limit the spread of COVID-19, including travel and border restrictions, quarantines, and restrictions on large gatherings. In turn, these resulted in lower consumer activity, diminished demand for a wide range of products and services, disruption in manufacturing and supply chains, and – given the wide variability in outcomes regarding the outbreak – significant market uncertainty and volatility. To help stem the turmoil, the U.S. government took unprecedented action – in concert with the U.S. Federal Reserve and central banks around the world – to help support consumers, businesses, and the broader economy, and to limit disruption to the financial system.

In general, the overall impact of the pandemic lessened in 2021, amid a resilient economy and widespread distribution of three COVID-19 vaccines granted emergency use authorization from the U.S. Food and Drug Administration (FDA) early in the year. Still, the situation remains dynamic, and the extent and duration of its influence on financial markets and the economy is highly uncertain, due in part to a recent spike in cases based on highly contagious variants of the coronavirus.

Extreme events such as the COVID-19 crisis are exogenous shocks that can have significant adverse effects on mutual funds and their investments. Although multiple asset classes may be affected by market disruption, the duration and impact may not be the same for all types of assets. Fidelity is committed to helping you stay informed amid news about COVID-19 and during increased market volatility, and we continue to take extra steps to be responsive to customer needs. We encourage you to visit us online, where we offer ongoing updates, commentary, and analysis on the markets and our funds.

Performance: The Bottom Line

The fund's net asset value (NAV) performance is based on the NAV calculated each business day. It is calculated in accordance with the standard formula for valuing mutual fund shares as of the close of regular trading hours on The Nasdaq Stock Market, normally 4:00 p.m. Eastern time (or NYSE if NASDAQ is closed). The fund's market price performance is based on the daily closing price of the shares of the fund on The Nasdaq Stock Market.

Cumulative total returns reflect performance over the period shown generally by adding one year's return — positive or negative — to the next year's return. NAV and closing market price average annual returns reflect the change in the value of an investment, assuming reinvestment of distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any), at NAV and Market Price, respectively, and assumes a constant rate of performance each year. The hypothetical investment and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption or selling of fund shares. How a fund did yesterday is no guarantee of how it will do tomorrow.

Cumulative Total Returns

Periods ended November 30, 2021 Past 1 year Past 5 year Past 10 year 
Fidelity® Nasdaq Composite Index® ETF - NAV 28.23% 204.89% 554.98% 
Fidelity® Nasdaq Composite Index® ETF - Market Price 27.89% 203.98% 556.83% 
Nasdaq Composite Index® 28.20% 206.19% 562.02% 
S&P 500 Index 27.92% 127.81% 347.26% 

Average Annual Total Returns

For the periods ended November 30, 2021 Past 1 year Past 5 years Past 10 years 
Fidelity® Nasdaq Composite Index® ETF - NAV 28.23% 24.98% 20.68% 
Fidelity® Nasdaq Composite Index® ETF - Market Price 27.89% 24.90% 20.71% 

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Nasdaq Composite Index® ETF - NAV on November 30, 2011.

The chart shows how the value of your investment would have changed, and also shows how the Nasdaq Composite Index® and S&P 500 Index performed over the same period.


Period Ending Values

$65,498Fidelity® Nasdaq Composite Index® ETF - NAV

$66,202Nasdaq Composite Index®

$44,726S&P 500 Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 27.92% for the 12 months ending November 30, 2021, with U.S. equities rising on the prospect of a surge in economic growth amid strong corporate earnings, widespread COVID-19 vaccination, fiscal stimulus and fresh spending programs. After the index closed 2020 at an all-time high, investors were hopeful as the new year began. The rollout of three COVID-19 vaccines was underway, the U.S. Federal Reserve pledged to hold interest rates near zero until the economy recovered, and the federal government planned to deploy trillions of dollars to boost consumers and the economy. A flattish May reflected concerns about inflation and jobs, but the rally resumed through August amid strong earnings. In early September, sentiment turned broadly negative due to a host of factors. These included inflationary pressure from surging energy/other commodity prices, rising bond yields, supply constraints and disruption, valuation concerns, and the fast-spreading delta variant of the coronavirus. In addition, the Fed signaled it could soon begin to taper the bond purchases it has made since the onset of the pandemic. The index returned -4.65% in September, its first monthly decline since January, but sharply reversed course with a 7.01% gain in October, driven by strength in earnings and notable improvement in the economy. By sector, energy gained about 57% to lead by a wide margin, followed by financials (+39%), whereas the defensive utilities (+8%) and consumer staples (+9%) groups notably lagged.

Comments from Geode Capital Management, LLC, passive equity index team:  For the fiscal year ending November 30, 2021, the fund gained 28.23%, roughly in line with the 28.20% advance of the benchmark NASDAQ Composite Index. By sector, information technology gained approximately 40% and contributed most, followed by consumer discretionary, which gained 25%, and communication services, which advanced 26%, lifted by the media & entertainment industry (+29%). The financials sector rose 35%, consumer staples gained 17%, and industrials advanced about 14%. Other notable contributors included the health care (+3%), energy (+69%), real estate (+7%), utilities (+10%), and materials (+9%) sectors. Turning to individual stocks, the top contributor was Microsoft (+56%), from the software & services segment. In technology hardware & equipment, Apple (+40%) was helpful and Alphabet (+62%) from the media & entertainment group also contributed. Tesla, within the automobiles & components category, rose 102% and Nvidia, within the semiconductors & semiconductor equipment industry, gained 144% and boosted the fund. Conversely, the biggest individual detractor was Zoom Video Communications (-56%), from the software & services group. PayPal, within the software & services segment, returned roughly -14% and hindered the fund. In telecommunication services, T-Mobile (-18%) hurt. Other detractors were Pinduoduo (-52%) and MercadoLibre (-23%), from the retailing industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Note to Shareholders:  On January 29, 2021, the fund's name changed from Fidelity® Nasdaq Composite Index® Tracking Stock to Fidelity® Nasdaq Composite Index® ETF. On April 8, 2021, the fund underwent a 10-for-1 share split. The effect of the share-split transaction was to multiply the number of outstanding shares of the Fund by a split factor of 10:1, with a corresponding decrease in net asset value (NAV) per share. This event did not impact the overall net assets of the fund.

Investment Summary (Unaudited)

Top Ten Stocks as of November 30, 2021

 % of fund's net assets 
Apple, Inc. 10.7 
Microsoft Corp. 9.7 
Amazon.com, Inc. 6.9 
Tesla, Inc. 4.5 
Alphabet, Inc. Class C 3.6 
Alphabet, Inc. Class A 3.4 
NVIDIA Corp. 3.2 
Meta Platforms, Inc. Class A 3.1 
Adobe, Inc. 1.3 
Netflix, Inc. 1.1 
 47.5 

Top Market Sectors as of November 30, 2021

 % of fund's net assets 
Information Technology 44.0 
Consumer Discretionary 17.4 
Communication Services 15.6 
Health Care 8.4 
Financials 4.4 
Industrials 4.0 
Consumer Staples 3.4 
Real Estate 1.0 
Utilities 0.6 
Energy 0.4 

Asset Allocation (% of fund's net assets)

As of November 30, 2021 * 
   Stocks and Equity Futures 100.0% 


 * Foreign investments - 4.8%

Schedule of Investments November 30, 2021

Showing Percentage of Net Assets

Common Stocks - 99.5%   
 Shares Value 
COMMUNICATION SERVICES - 15.6%   
Diversified Telecommunication Services - 0.2%   
Bandwidth, Inc. (a) 3,779 $270,803 
Cogent Communications Group, Inc. (b) 11,457 858,473 
Consolidated Communications Holdings, Inc. (a) 57,811 434,739 
Frontier Communications Parent, Inc. 44,628 1,491,021 
Iridium Communications, Inc. (a)(b) 29,804 1,145,964 
Liberty Global PLC:   
Class A (a) 40,196 1,061,174 
Class C (a) 77,709 2,070,168 
Liberty Latin America Ltd.:   
Class A (a) 28,648 325,441 
Class C (a)(b) 22,950 257,958 
Orbsat Corp. (a) 20,278 82,937 
Radius Global Infrastructure, Inc. (a) 56,044 924,726 
  8,923,404 
Entertainment - 1.9%   
Activision Blizzard, Inc. 151,320 8,867,352 
Bilibili, Inc. ADR (a)(b) 35,814 2,364,082 
Electronic Arts, Inc. 56,590 7,029,610 
Grom Social Enterprises, Inc. (b) 217,338 489,011 
NetEase, Inc. ADR 64,706 6,970,777 
Netflix, Inc. (a) 84,447 54,206,529 
Playtika Holding Corp. (b) 77,407 1,331,400 
Roku, Inc. Class A (a)(b) 21,948 4,995,584 
Take-Two Interactive Software, Inc. (a) 22,182 3,679,550 
Warner Music Group Corp. Class A 21,225 919,679 
Zynga, Inc. (a) 231,496 1,395,921 
  92,249,495 
Interactive Media & Services - 10.7%   
Alphabet, Inc.:   
Class A (a) 56,782 161,144,477 
Class C (a) 59,868 170,566,327 
Baidu, Inc. sponsored ADR (a) 53,558 8,025,131 
CarGurus, Inc. Class A (a)(b) 22,750 853,125 
Creatd, Inc. (a)(b) 99,944 251,859 
Hello Group, Inc. ADR 41,820 483,857 
IAC (a)(b) 16,285 2,176,490 
JOYY, Inc. ADR 9,919 507,853 
Match Group, Inc. (a) 53,456 6,948,745 
Meta Platforms, Inc. Class A (a) 452,910 146,951,179 
QuinStreet, Inc. (a) 45,099 690,466 
Taboola.com Ltd. (b) 34,245 269,166 
TripAdvisor, Inc. (a) 26,987 697,884 
Vimeo, Inc. (b) 26,419 510,151 
Weibo Corp. sponsored ADR (a) 17,485 696,078 
Yandex NV Series A (a)(b) 64,105 4,611,714 
Ziff Davis, Inc. (a) 10,111 1,151,340 
Zoominfo Technologies, Inc. (a) 70,454 4,347,012 
  510,882,854 
Media - 2.2%   
Advantage Solutions, Inc. Class A (a)(b) 73,598 532,114 
AMC Networks, Inc. Class A (a)(b) 19,357 747,374 
Charter Communications, Inc. Class A (a) 34,899 22,554,526 
Comcast Corp. Class A 886,504 44,307,470 
comScore, Inc. (a)(b) 98,396 341,434 
Creative Realities, Inc. (a)(b) 15,548 26,276 
Criteo SA sponsored ADR (a) 12,955 486,590 
Discovery Communications, Inc.:   
Class A (a) 33,764 785,688 
Class C (non-vtg.) (a) 64,607 1,467,225 
DISH Network Corp. Class A (a) 61,033 1,907,281 
Fox Corp.:   
Class A 71,623 2,557,657 
Class B 55,798 1,874,813 
iHeartMedia, Inc. (a)(b) 55,701 1,092,297 
Integral Ad Science Holding Corp. (b) 27,065 607,339 
Liberty Broadband Corp.:   
Class A (a) 5,098 772,755 
Class C (a) 31,272 4,842,469 
Liberty Media Corp.:   
Liberty Braves Class C (a) 22,468 618,095 
Liberty Formula One Group Series C (a) 42,923 2,614,869 
Liberty SiriusXM Series A (a) 22,219 1,084,287 
Liberty SiriusXM Series C (a) 46,538 2,277,104 
Magnite, Inc. (a)(b) 26,348 464,515 
News Corp.:   
Class A 80,878 1,748,582 
Class B 44,373 956,238 
Nexstar Broadcasting Group, Inc. Class A 9,998 1,494,701 
Scholastic Corp. (b) 25,320 953,045 
Sinclair Broadcast Group, Inc. Class A (b) 14,076 328,393 
Sirius XM Holdings, Inc. (b) 834,065 5,087,797 
TechTarget, Inc. (a)(b) 10,223 987,848 
Troika Media Group, Inc. (b) 183,849 273,935 
ViacomCBS, Inc. Class B 116,050 3,591,748 
  107,384,465 
Wireless Telecommunication Services - 0.6%   
Millicom International Cellular SA (a)(b) 19,176 598,483 
T-Mobile U.S., Inc. (a) 241,350 26,261,294 
VEON Ltd. sponsored ADR (a) 417,713 722,643 
Vodafone Group PLC sponsored ADR 81,531 1,196,875 
  28,779,295 
TOTAL COMMUNICATION SERVICES  748,219,513 
CONSUMER DISCRETIONARY - 17.4%   
Auto Components - 0.2%   
Dorman Products, Inc. (a) 7,121 790,289 
Fox Factory Holding Corp. (a)(b) 9,923 1,744,166 
Gentex Corp. (b) 45,898 1,580,268 
Gentherm, Inc. (a) 8,568 723,568 
Patrick Industries, Inc. 8,025 640,154 
The Goodyear Tire & Rubber Co. (a) 59,324 1,193,006 
Visteon Corp. (a) 5,741 608,087 
  7,279,538 
Automobiles - 5.4%   
Arcimoto, Inc. (a)(b) 59,256 606,189 
Arrival SA (b) 82,914 778,562 
Li Auto, Inc. ADR (a) 108,617 3,849,386 
Lordstown Motors Corp. Class A (a)(b) 183,921 860,750 
Lucid Group, Inc. Class A (a)(b) 308,334 16,335,535 
Rivian Automotive, Inc. (b) 161,530 19,344,833 
Tesla, Inc. (a) 187,491 214,632,197 
Workhorse Group, Inc. (a)(b) 120,070 701,209 
  257,108,661 
Distributors - 0.2%   
LKQ Corp. 54,078 3,022,960 
Pool Corp. 7,949 4,404,700 
  7,427,660 
Diversified Consumer Services - 0.1%   
2U, Inc. (a)(b) 17,589 418,442 
Afya Ltd. (a)(b) 19,839 280,722 
Amesite, Inc. (a)(b) 29,190 35,028 
Duolingo, Inc. (b) 2,044 225,228 
Frontdoor, Inc. (a) 19,302 667,077 
Grand Canyon Education, Inc. (a) 10,572 766,153 
Laureate Education, Inc. Class A 32,682 326,820 
Strategic Education, Inc. (b) 6,153 329,186 
Udemy, Inc. 23,238 638,813 
  3,687,469 
Hotels, Restaurants & Leisure - 1.9%   
Airbnb, Inc. Class A 64,048 11,050,842 
Booking Holdings, Inc. (a) 8,153 17,136,383 
Caesars Entertainment, Inc. (a) 42,535 3,831,127 
Churchill Downs, Inc. 8,270 1,854,299 
Cracker Barrel Old Country Store, Inc. 5,500 671,110 
DraftKings, Inc. Class A (a)(b) 76,407 2,639,862 
Expedia, Inc. (a) 27,868 4,489,256 
Golden Entertainment, Inc. (a) 14,254 654,401 
Huazhu Group Ltd. ADR (a) 34,286 1,354,983 
Jack in the Box, Inc. (b) 4,379 361,705 
MakeMyTrip Ltd. (a) 17,675 430,386 
Marriott International, Inc. Class A (a) 65,039 9,597,155 
Monarch Casino & Resort, Inc. (a) 5,747 387,175 
Papa John's International, Inc. (b) 7,289 888,675 
Penn National Gaming, Inc. (a) 32,372 1,658,418 
Red Rock Resorts, Inc. 8,651 411,269 
Scientific Games Corp. Class A (a) 22,390 1,431,169 
Sportradar Holding AG (b) 37,313 601,112 
Starbucks Corp. 228,900 25,096,596 
Texas Roadhouse, Inc. Class A 15,208 1,261,352 
The Cheesecake Factory, Inc. (a)(b) 11,894 455,778 
Trip.com Group Ltd. ADR (a) 108,176 2,974,840 
Wendy's Co. (b) 50,289 1,034,948 
Wingstop, Inc. (b) 7,184 1,153,750 
Wynn Resorts Ltd. (a) 22,612 1,831,798 
  93,258,389 
Household Durables - 0.3%   
Aterian, Inc. (a)(b) 46,662 227,711 
Cavco Industries, Inc. (a) 2,479 737,478 
Garmin Ltd. 38,063 5,082,933 
Green Brick Partners, Inc. (a) 17,898 446,555 
Helen of Troy Ltd. (a) 5,338 1,283,789 
iRobot Corp. (a)(b) 5,554 421,604 
LGI Homes, Inc. (a)(b) 7,445 1,069,549 
Newell Brands, Inc. 87,142 1,870,939 
Purple Innovation, Inc. (a)(b) 14,396 148,567 
Snap One Holdings Corp. (b) 13,652 299,525 
Sonos, Inc. (a) 27,919 883,636 
  12,472,286 
Internet & Direct Marketing Retail - 8.0%   
Amazon.com, Inc. (a) 94,635 331,891,569 
Dada Nexus Ltd. ADR (a) 38,619 697,845 
eBay, Inc. 139,786 9,429,964 
Etsy, Inc. (a) 24,946 6,849,673 
Global-e Online Ltd. 26,316 1,748,435 
JD.com, Inc. sponsored ADR (a) 162,524 13,669,894 
Just Eat Takeaway.com NV ADR (b) 32,771 408,327 
MercadoLibre, Inc. (a) 9,988 11,869,839 
Newegg Commerce, Inc. (a)(b) 74,412 1,371,413 
Overstock.com, Inc. (a)(b) 10,784 962,580 
Pinduoduo, Inc. ADR (a) 78,405 5,213,933 
Qurate Retail, Inc. Series A 83,989 671,912 
Stitch Fix, Inc. (a) 13,949 347,330 
  385,132,714 
Leisure Products - 0.1%   
BRP, Inc. (b) 5,416 428,460 
Hasbro, Inc. 27,984 2,711,929 
Malibu Boats, Inc. Class A (a) 8,290 575,906 
Mattel, Inc. (a) 74,084 1,571,322 
Peloton Interactive, Inc. Class A (a) 34,804 1,531,376 
Vinco Ventures, Inc. (a)(b) 70,259 213,587 
  7,032,580 
Multiline Retail - 0.2%   
Dollar Tree, Inc. (a) 46,997 6,289,609 
Franchise Group, Inc. (b) 11,785 562,734 
Ollie's Bargain Outlet Holdings, Inc. (a)(b) 14,409 891,773 
  7,744,116 
Specialty Retail - 0.7%   
Academy Sports & Outdoors, Inc. (a) 24,542 1,095,064 
Bed Bath & Beyond, Inc. (a)(b) 28,114 515,330 
Five Below, Inc. (a) 11,879 2,416,664 
Leslie's, Inc. (a)(b) 39,150 820,584 
Monro, Inc. (b) 8,386 469,784 
National Vision Holdings, Inc. (a) 18,750 900,750 
O'Reilly Automotive, Inc. (a) 13,781 8,794,483 
Petco Health & Wellness Co., Inc. (b) 41,240 790,571 
Rent-A-Center, Inc. 14,309 632,029 
Ross Stores, Inc. 70,016 7,638,045 
Sleep Number Corp. (a)(b) 8,809 702,782 
The ODP Corp. (a) 15,127 571,196 
Tractor Supply Co. 22,552 5,081,642 
Ulta Beauty, Inc. (a) 10,903 4,186,207 
Urban Outfitters, Inc. (a)(b) 24,439 773,983 
  35,389,114 
Textiles, Apparel & Luxury Goods - 0.3%   
Columbia Sportswear Co. 14,417 1,406,090 
Crocs, Inc. (a) 16,012 2,626,288 
lululemon athletica, Inc. (a) 24,296 11,040,345 
Steven Madden Ltd. 20,059 951,800 
  16,024,523 
TOTAL CONSUMER DISCRETIONARY  832,557,050 
CONSUMER STAPLES - 3.4%   
Beverages - 1.4%   
Celsius Holdings, Inc. (a)(b) 16,956 1,159,960 
Coca-Cola Bottling Co. Consolidated 1,845 1,052,702 
Coca-Cola European Partners PLC (b) 82,612 4,078,554 
Keurig Dr. Pepper, Inc. 276,106 9,384,843 
Monster Beverage Corp. (a) 102,542 8,590,969 
National Beverage Corp. (b) 21,253 1,103,881 
PepsiCo, Inc. 259,106 41,399,957 
  66,770,866 
Food & Staples Retailing - 1.2%   
Andersons, Inc. 21,781 740,118 
Casey's General Stores, Inc. (b) 8,076 1,569,086 
Costco Wholesale Corp. 83,940 45,275,557 
Sprouts Farmers Market LLC (a)(b) 30,113 796,790 
Walgreens Boots Alliance, Inc. 175,665 7,869,792 
  56,251,343 
Food Products - 0.7%   
Beyond Meat, Inc. (a)(b) 13,211 928,205 
Bridgford Foods Corp. (a)(b) 2,535 29,406 
Cal-Maine Foods, Inc. (a)(b) 12,312 443,971 
Freshpet, Inc. (a) 9,126 985,791 
J&J Snack Foods Corp. (b) 4,505 615,293 
Lancaster Colony Corp. 5,555 812,141 
Mission Produce, Inc. (a)(b) 27,277 483,076 
Mondelez International, Inc. 255,612 15,065,771 
Nuzee, Inc. (a)(b) 25,196 117,161 
Pilgrim's Pride Corp. (a) 55,411 1,555,941 
Sanderson Farms, Inc. 5,389 1,011,946 
Tattooed Chef, Inc. (a)(b) 18,381 295,750 
The Hain Celestial Group, Inc. (a) 23,291 918,364 
The Kraft Heinz Co. 246,989 8,301,300 
The Simply Good Foods Co. (a)(b) 23,446 866,799 
  32,430,915 
Household Products - 0.0%   
Central Garden & Pet Co. Class A (non-vtg.) (a) 14,640 634,644 
Reynolds Consumer Products, Inc. (b) 44,541 1,299,706 
WD-40 Co. (b) 3,171 711,414 
  2,645,764 
Personal Products - 0.1%   
Inter Parfums, Inc. 8,422 739,704 
Olaplex Holdings, Inc. (b) 127,000 3,422,650 
  4,162,354 
TOTAL CONSUMER STAPLES  162,261,242 
ENERGY - 0.4%   
Energy Equipment & Services - 0.0%   
Championx Corp. (a) 39,279 801,684 
CSI Compressco LP 52,861 63,962 
Patterson-UTI Energy, Inc. (b) 118,201 834,499 
Smart Sand, Inc. (a)(b) 76,985 147,811 
  1,847,956 
Oil, Gas & Consumable Fuels - 0.4%   
Altus Midstream Co. (b) 7,979 505,709 
Amplify Energy Corp. warrants 5/4/22 (a) 322 
APA Corp. 112,507 2,899,305 
Centennial Resource Development, Inc. Class A (a)(b) 181,603 1,131,387 
Chesapeake Energy Corp. (b) 19,010 1,131,855 
Clean Energy Fuels Corp. (a)(b) 81,806 586,549 
Diamondback Energy, Inc. 44,521 4,751,726 
National Energy Services Reunited Corp. (a) 22,194 219,943 
New Fortress Energy, Inc. (b) 35,447 882,276 
Oasis Midstream Partners LP 32,828 699,236 
Oasis Petroleum, Inc. (b) 6,379 764,842 
PDC Energy, Inc. 27,388 1,381,177 
Plains All American Pipeline LP 143,760 1,336,968 
Plains GP Holdings LP Class A 36,958 369,580 
Renewable Energy Group, Inc. (a) 9,696 463,275 
  17,123,834 
TOTAL ENERGY  18,971,790 
FINANCIALS - 4.4%   
Banks - 1.7%   
Ameris Bancorp 17,480 850,752 
Atlantic Union Bankshares Corp. 19,775 642,885 
BancFirst Corp. (b) 11,931 759,170 
Bank OZK 30,133 1,347,246 
Banner Corp. 9,960 570,509 
BCB Bancorp, Inc. 21,181 311,149 
BOK Financial Corp. (b) 15,970 1,648,264 
Cathay General Bancorp (b) 20,116 843,062 
City Holding Co. 10,920 856,783 
Columbia Banking Systems, Inc. 18,147 596,310 
Commerce Bancshares, Inc. 25,351 1,769,500 
CVB Financial Corp. 33,888 647,600 
East West Bancorp, Inc. 30,827 2,373,679 
Eastern Bankshares, Inc. 46,162 929,241 
Enterprise Bancorp, Inc. (b) 8,512 335,543 
Fifth Third Bancorp 146,594 6,178,937 
First Bancorp, North Carolina 48,657 2,162,317 
First Citizens Bancshares, Inc. (b) 1,950 1,567,761 
First Financial Bankshares, Inc. (b) 32,028 1,598,838 
First Hawaiian, Inc. 37,232 977,340 
First Internet Bancorp 15,923 689,625 
First Interstate Bancsystem, Inc. (b) 11,521 470,057 
First Merchants Corp. 14,497 578,285 
Fulton Financial Corp. 42,988 678,781 
German American Bancorp, Inc. 17,590 688,297 
Glacier Bancorp, Inc. 28,965 1,572,800 
Hancock Whitney Corp. 21,843 1,043,659 
HomeStreet, Inc. 19,904 982,660 
Hope Bancorp, Inc. 78,520 1,126,762 
Howard Bancorp, Inc. (a) 36,617 756,507 
Huntington Bancshares, Inc. 315,782 4,686,205 
Independent Bank Corp., Massachusetts (b) 8,371 661,811 
Independent Bank Group, Inc. 10,703 743,109 
International Bancshares Corp. 10,694 449,255 
Investar Holding Corp. 12,480 223,642 
Investors Bancorp, Inc. 63,030 938,517 
Lakeland Financial Corp. (b) 14,128 997,719 
Live Oak Bancshares, Inc. (b) 14,101 1,256,399 
Meta Financial Group, Inc. (b) 10,337 617,842 
OceanFirst Financial Corp. 28,376 584,829 
Old National Bancorp, Indiana (b) 41,177 727,186 
Pacific Premier Bancorp, Inc. (b) 23,140 896,675 
PacWest Bancorp 28,915 1,293,657 
Peoples United Financial, Inc. 95,034 1,619,379 
Pinnacle Financial Partners, Inc. 17,066 1,628,267 
Popular, Inc. 19,190 1,493,366 
Renasant Corp. 15,295 557,197 
Republic Bancorp, Inc., Kentucky Class A 9,729 498,417 
Seacoast Banking Corp., Florida 17,502 591,043 
Signature Bank 11,626 3,514,540 
Simmons First National Corp. Class A (b) 28,064 816,943 
Southstate Corp. 15,932 1,244,926 
Stock Yards Bancorp, Inc. (b) 11,524 689,481 
SVB Financial Group (a) 10,783 7,465,394 
Texas Capital Bancshares, Inc. (a) 12,269 690,990 
TowneBank 10,700 327,313 
Trustmark Corp. (b) 20,940 640,973 
UMB Financial Corp. 11,500 1,156,670 
Umpqua Holdings Corp. 52,819 1,006,730 
United Bankshares, Inc., West Virginia (b) 29,855 1,066,719 
United Community Bank, Inc. (b) 21,905 750,684 
Valley National Bancorp 85,006 1,142,481 
WesBanco, Inc. 17,948 584,207 
Westamerica Bancorp. (b) 11,164 600,400 
Wintrust Financial Corp. 13,609 1,191,196 
Zions Bancorp NA 35,721 2,253,281 
  81,161,762 
Capital Markets - 1.6%   
B. Riley Financial, Inc. 9,837 761,679 
BGC Partners, Inc. Class A 126,184 564,042 
Carlyle Group LP 74,619 4,080,913 
CME Group, Inc. 72,039 15,886,040 
Coinbase Global, Inc. (b) 28,800 9,072,000 
Cowen Group, Inc. Class A (b) 9,005 318,597 
Focus Financial Partners, Inc. Class A (a) 15,523 955,285 
Freedom Holding Corp. (a)(b) 14,115 944,858 
Futu Holdings Ltd. ADR (a)(b) 9,764 463,692 
Greenpro Capital Corp. (a)(b) 533,447 439,934 
Hamilton Lane, Inc. Class A (b) 10,087 1,066,902 
Interactive Brokers Group, Inc. 19,959 1,473,373 
LPL Financial 16,999 2,679,212 
MarketAxess Holdings, Inc. 7,705 2,717,476 
Morningstar, Inc. 9,140 2,836,416 
NASDAQ, Inc. 32,672 6,639,931 
Northern Trust Corp. 46,029 5,325,555 
Open Lending Corp. (a) 28,739 667,894 
Pioneer Merger Corp. Class A (b) 35,814 355,991 
Robinhood Markets, Inc. (b) 130,225 3,378,037 
SEI Investments Co. 31,103 1,854,672 
T. Rowe Price Group, Inc. 44,113 8,820,394 
Tradeweb Markets, Inc. Class A 17,611 1,690,656 
Virtu Financial, Inc. Class A (b) 29,823 840,412 
Virtus Investment Partners, Inc. 2,098 623,903 
WisdomTree Investments, Inc. (b) 49,422 303,451 
XP, Inc. Class A (a) 73,202 2,099,433 
  76,860,748 
Consumer Finance - 0.3%   
360 DigiTech, Inc. ADR 38,447 895,046 
Credit Acceptance Corp. (a)(b) 3,835 2,396,492 
First Cash Financial Services, Inc. 10,143 647,529 
Katapult Holdings, Inc. (a)(b) 92,621 364,001 
LendingTree, Inc. (a) 2,819 319,618 
LexinFintech Holdings Ltd. ADR (a)(b) 83,203 349,453 
Navient Corp. 78,073 1,540,380 
PRA Group, Inc. (a) 12,491 530,368 
SLM Corp. (b) 84,601 1,504,206 
SoFi Technologies, Inc. 166,426 2,862,527 
Upstart Holdings, Inc. (b) 15,427 3,160,838 
  14,570,458 
Diversified Financial Services - 0.0%   
Iron Spark I, Inc. Class A 9,695 97,144 
LM Funding America, Inc. (a)(b) 78,922 416,708 
  513,852 
Insurance - 0.6%   
American National Group, Inc. 4,498 851,247 
Amerisafe, Inc. 5,835 309,780 
Arch Capital Group Ltd. (a) 84,639 3,417,723 
Brighthouse Financial, Inc. (a) 21,598 1,049,879 
BRP Group, Inc. (a) 11,289 418,145 
Cincinnati Financial Corp. 33,580 3,824,762 
Enstar Group Ltd. (a) 4,276 953,976 
Erie Indemnity Co. Class A 9,688 1,800,127 
Goosehead Insurance (b) 5,343 701,643 
Kinsale Capital Group, Inc. (b) 5,135 1,068,080 
MetroMile, Inc. (a) 
Oxbridge Re Holdings Ltd. (a)(b) 74,972 326,878 
Palomar Holdings, Inc. (a)(b) 8,092 591,363 
Principal Financial Group, Inc. 57,431 3,938,618 
Root, Inc. (a)(b) 119,093 473,990 
Safety Insurance Group, Inc. 4,609 356,137 
Selective Insurance Group, Inc. 13,859 1,046,909 
Trupanion, Inc. (a)(b) 8,691 1,071,774 
Willis Towers Watson PLC 26,218 5,921,073 
  28,122,109 
Mortgage Real Estate Investment Trusts - 0.0%   
AGNC Investment Corp. 50,947 778,980 
New York Mortgage Trust, Inc. 112,738 420,513 
  1,199,493 
Thrifts & Mortgage Finance - 0.2%   
Broadway Financial Corp. (a)(b) 99,695 263,195 
Capitol Federal Financial, Inc. 38,641 438,962 
Carver Bancorp, Inc. (a)(b) 41,384 485,434 
Enact Holdings, Inc. 29,558 613,624 
Home Point Capital, Inc. (b) 41,507 159,802 
Merchants Bancorp 5,538 252,588 
Mr. Cooper Group, Inc. (a) 24,847 975,742 
NMI Holdings, Inc. (a) 47,610 933,156 
Northwest Bancshares, Inc. (b) 57,362 761,767 
TFS Financial Corp. 75,267 1,354,806 
Washington Federal, Inc. 24,148 784,569 
WSFS Financial Corp. 17,561 873,133 
  7,896,778 
TOTAL FINANCIALS  210,325,200 
HEALTH CARE - 8.4%   
Biotechnology - 4.6%   
Adicet Bio, Inc. (a) 44,675 475,342 
Adicet Bio, Inc. rights (a)(c) 7,230 
Agios Pharmaceuticals, Inc. (a)(b) 16,748 596,564 
Aileron Therapeutics, Inc. (a)(b) 262,048 161,657 
Alector, Inc. (a)(b) 31,158 643,413 
Alkermes PLC (a) 38,049 834,034 
Allakos, Inc. (a)(b) 11,326 887,392 
Allovir, Inc. (a)(b) 27,583 481,599 
Alnylam Pharmaceuticals, Inc. (a) 24,074 4,424,801 
ALX Oncology Holdings, Inc. (a)(b) 12,852 413,320 
Amgen, Inc. 112,188 22,311,949 
Amicus Therapeutics, Inc. (a)(b) 59,723 639,633 
Apellis Pharmaceuticals, Inc. (a) 15,663 659,099 
Applied Genetic Technologies Corp. (a)(b) 220,977 479,520 
Aptorum Group Ltd. (a)(b) 292,721 553,243 
Arcturus Therapeutics Holdings, Inc. (a)(b) 15,731 625,307 
Arena Pharmaceuticals, Inc. (a) 14,906 812,228 
Argenx SE ADR (a) 5,117 1,428,718 
Aridis Pharmaceuticals, Inc. (a)(b) 5,375 12,148 
Arrowhead Pharmaceuticals, Inc. (a)(b) 21,955 1,537,948 
Ascendis Pharma A/S sponsored ADR (a) 10,099 1,383,765 
Aslan Pharmaceuticals Ltd. ADR (a) 80 115 
Atara Biotherapeutics, Inc. (a)(b) 61,899 1,107,373 
Aurinia Pharmaceuticals, Inc. (a)(b) 53,842 1,014,383 
Beam Therapeutics, Inc. (a)(b) 13,056 1,033,382 
BeiGene Ltd. ADR (a) 9,568 3,325,167 
Benitec Biopharma, Inc. (a)(b) 10,496 32,118 
BioCryst Pharmaceuticals, Inc. (a)(b) 45,627 550,262 
Biogen, Inc. (a) 31,065 7,323,263 
BioMarin Pharmaceutical, Inc. (a)(b) 37,561 3,241,139 
BioNTech SE ADR (a) 13,168 4,631,712 
Black Diamond Therapeutics, Inc. (a)(b) 65,994 395,964 
Blueprint Medicines Corp. (a) 13,304 1,279,845 
BridgeBio Pharma, Inc. (a)(b) 42,261 1,711,571 
C4 Therapeutics, Inc. (a)(b) 14,910 553,459 
CareDx, Inc. (a)(b) 13,092 564,789 
Century Therapeutics, Inc. (b) 10,038 191,826 
Cerevel Therapeutics Holdings (a)(b) 47,006 1,466,117 
Clementia Pharmaceuticals, Inc. rights (a)(c) 20,215 27,290 
Coherus BioSciences, Inc. (a)(b) 22,241 413,015 
Cortexyme, Inc. (a)(b) 14,479 188,372 
CRISPR Therapeutics AG (a)(b) 14,814 1,183,639 
CureVac NV (a)(b) 36,596 1,764,659 
Cyclerion Therapeutics, Inc. (a) 197,750 431,095 
Cyclo Therapeutics, Inc. (a)(b) 7,085 38,188 
Cytokinetics, Inc. (a)(b) 21,316 838,571 
Deciphera Pharmaceuticals, Inc. (a) 9,073 78,300 
Denali Therapeutics, Inc. (a) 21,076 974,976 
Dicerna Pharmaceuticals, Inc. (a) 20,771 789,506 
Editas Medicine, Inc. (a)(b) 17,233 562,830 
Enanta Pharmaceuticals, Inc. (a) 14,729 1,300,276 
Erasca, Inc. (b) 20,998 297,542 
Evelo Biosciences, Inc. (a)(b) 44,305 381,909 
Exact Sciences Corp. (a) 32,013 2,732,950 
Exelixis, Inc. (a) 68,313 1,146,975 
Fate Therapeutics, Inc. (a) 16,334 898,533 
Forte Biosciences, Inc. (a)(b) 87,239 232,056 
Galectin Therapeutics, Inc. (a)(b) 51,278 134,861 
Generation Bio Co. (a)(b) 28,157 483,456 
Gilead Sciences, Inc. 246,899 17,018,748 
Global Blood Therapeutics, Inc. (a) 25,494 720,460 
Grifols SA ADR 30,988 332,501 
Halozyme Therapeutics, Inc. (a)(b) 32,047 1,053,705 
Horizon Therapeutics PLC (a) 43,742 4,538,670 
I-Mab ADR (a) 18,230 1,102,186 
IGM Biosciences, Inc. (a)(b) 5,676 283,346 
ImmunityBio, Inc. (a)(b) 98,793 769,597 
Impel Neuropharma, Inc. (b) 35,218 325,414 
Incyte Corp. (a) 45,073 3,052,344 
Indaptus Therapeutics, Inc. (b) 58,573 348,509 
Inhibrx, Inc. (a)(b) 25,418 1,027,650 
Inmune Bio, Inc. (a)(b) 23,160 297,606 
Inovio Pharmaceuticals, Inc. (a)(b) 74,401 538,663 
Insmed, Inc. (a) 24,106 663,397 
Instil Bio, Inc. (b) 40,089 881,156 
Intellia Therapeutics, Inc. (a) 15,364 1,767,014 
Iovance Biotherapeutics, Inc. (a) 34,216 640,524 
Ironwood Pharmaceuticals, Inc. Class A (a)(b) 43,508 482,504 
iTeos Therapeutics, Inc. (a)(b) 23,185 818,431 
Kalvista Pharmaceuticals, Inc. (a)(b) 28,375 411,438 
Karuna Therapeutics, Inc. (a)(b) 6,617 846,314 
Keros Therapeutics, Inc. (a) 17,235 961,541 
Kintara Therapeutics, Inc. (a)(b) 223,223 156,256 
Kodiak Sciences, Inc. (a)(b) 11,159 1,024,843 
Kronos Bio, Inc. (a)(b) 26,390 311,666 
Krystal Biotech, Inc. (a)(b) 14,607 1,176,594 
Kymera Therapeutics, Inc. (a) 11,292 626,932 
Ligand Pharmaceuticals, Inc.:   
General CVR (a)(c) 1,530 12 
Glucagon CVR (a) 1,530 11 
rights (a) 1,530 11 
TR Beta CVR (a)(c) 1,530 214 
Lixte Biotechnology Holdings, Inc. (a)(b) 14,693 23,509 
Lyell Immunopharma, Inc. (b) 44,344 423,485 
Macrogenics, Inc. (a) 23,206 408,426 
Madrigal Pharmaceuticals, Inc. (a)(b) 8,856 732,480 
Mirati Therapeutics, Inc. (a)(b) 9,301 1,272,098 
Moderna, Inc. (a) 77,421 27,285,483 
Morphic Holding, Inc. (a) 7,261 346,350 
Myriad Genetics, Inc. (a) 13,887 359,118 
Natera, Inc. (a)(b) 19,449 1,778,806 
Neurocrine Biosciences, Inc. (a) 19,663 1,636,945 
Novavax, Inc. (a)(b) 14,655 3,057,473 
Nurix Therapeutics, Inc. (a)(b) 19,879 572,913 
Ocugen, Inc. (a)(b) 73,371 465,172 
OncoSec Medical, Inc. (a) 38,985 46,002 
Opko Health, Inc. (a)(b) 194,629 764,892 
Organogenesis Holdings, Inc. Class A (a)(b) 67,655 680,609 
ORIC Pharmaceuticals, Inc. (a)(b) 33,122 458,408 
Orphazyme A/S ADR (a)(b) 153,665 497,875 
Prelude Therapeutics, Inc. (a) 29 
Prothena Corp. PLC (a) 23,476 1,177,321 
PTC Therapeutics, Inc. (a)(b) 15,575 578,767 
Regeneron Pharmaceuticals, Inc. (a) 20,574 13,095,968 
REGENXBIO, Inc. (a)(b) 21,251 680,032 
Relay Therapeutics, Inc. (a)(b) 20,806 612,113 
Repligen Corp. (a)(b) 9,785 2,803,403 
Replimune Group, Inc. (a)(b) 15,355 437,464 
Revolution Medicines, Inc. (a)(b) 19,298 533,783 
Rocket Pharmaceuticals, Inc. (a)(b) 14,240 347,883 
Rubius Therapeutics, Inc. (a)(b) 23,039 284,762 
Sana Biotechnology, Inc. (b) 55,422 1,053,572 
Sangamo Therapeutics, Inc. (a) 35,772 296,550 
Sarepta Therapeutics, Inc. (a) 6,663 538,437 
Savara, Inc. (a) 292,351 315,739 
Seagen, Inc. (a) 36,870 5,899,200 
Sesen Bio, Inc. (a) 534,445 561,167 
Shattuck Labs, Inc. (a)(b) 34,278 290,677 
Sigilon Therapeutics, Inc. (b) 23,542 88,518 
Sonnet Biotherapeutics Holding (a)(b) 459,805 261,537 
Sorrento Therapeutics, Inc. (a)(b) 102,423 610,441 
Springworks Therapeutics, Inc. (a) 11,368 816,791 
Stoke Therapeutics, Inc. (a) 29,545 735,671 
Tempest Therapeutics, Inc. (a) 8,543 84,576 
TG Therapeutics, Inc. (a)(b) 24,832 377,446 
Tiziana Life Sciences Ltd. (b) 125,539 158,179 
Tobira Therapeutics, Inc. rights (a)(c) 1,750 
Twist Bioscience Corp. (a) 10,454 998,357 
Ultragenyx Pharmaceutical, Inc. (a)(b) 13,577 1,021,398 
uniQure B.V. (a)(b) 8,571 238,702 
United Therapeutics Corp. (a) 9,871 1,870,555 
Vaxcyte, Inc. (a)(b) 37,117 756,444 
Veracyte, Inc. (a) 15,827 656,504 
Vericel Corp. (a)(b) 5,769 214,664 
Vertex Pharmaceuticals, Inc. (a) 51,203 9,571,889 
Verve Therapeutics, Inc. (b) 9,430 321,374 
Vir Biotechnology, Inc. (a)(b) 22,749 1,078,758 
Xencor, Inc. (a)(b) 14,395 521,387 
Y-mAbs Therapeutics, Inc. (a)(b) 29,295 500,359 
Yield10 Bioscience, Inc. (a)(b) 7,977 38,928 
Zai Lab Ltd. ADR (a) 10,609 734,673 
Zentalis Pharmaceuticals, Inc. (a)(b) 17,627 1,446,295 
  218,281,778 
Health Care Equipment & Supplies - 1.9%   
Abiomed, Inc. (a) 9,295 2,925,880 
Align Technology, Inc. (a) 15,678 9,587,567 
Atricure, Inc. (a)(b) 11,319 717,625 
Axonics Modulation Technologies, Inc. (a)(b) 11,617 632,081 
BioLife Solutions, Inc. (a)(b) 9,640 367,862 
Cardiovascular Systems, Inc. (a) 11,095 221,900 
CryoPort, Inc. (a)(b) 11,168 742,002 
Dentsply Sirona, Inc. 46,100 2,246,914 
DexCom, Inc. (a) 19,443 10,938,437 
GBS, Inc. (b) 62,586 123,920 
Heska Corp. (a)(b) 3,084 496,401 
Hologic, Inc. (a) 51,261 3,830,735 
ICU Medical, Inc. (a) 4,815 1,089,201 
IDEXX Laboratories, Inc. (a) 16,743 10,180,916 
Inari Medical, Inc. (a)(b) 11,352 936,994 
InMode Ltd. (a) 25,680 1,951,680 
Insulet Corp. (a) 13,979 4,032,103 
Integra LifeSciences Holdings Corp. (a) 18,656 1,193,051 
Intuitive Surgical, Inc. (a) 68,717 22,287,672 
iRhythm Technologies, Inc. (a) 5,850 617,760 
LivaNova PLC (a) 14,912 1,195,346 
Masimo Corp. (a) 11,328 3,150,543 
Merit Medical Systems, Inc. (a)(b) 12,181 765,698 
Mesa Laboratories, Inc. (b) 1,722 531,736 
Neogen Corp. (a)(b) 24,288 974,677 
Novocure Ltd. (a)(b) 21,501 2,013,354 
NuVasive, Inc. (a) 22,530 1,082,792 
Ortho Clinical Diagnostics Holdings PLC 39,600 757,944 
Outset Medical, Inc. (a) 12,297 582,878 
PetVivo Holdings, Inc. 17 
Pulmonx Corp. (a)(b) 9,499 306,818 
Quidel Corp. (a) 7,697 1,135,769 
Reshape Lifesciences, Inc. (a)(b) 170,935 323,067 
Shockwave Medical, Inc. (a) 6,634 1,195,712 
Silk Road Medical, Inc. (a)(b) 8,493 344,646 
Staar Surgical Co. (a)(b) 11,314 1,076,980 
Tandem Diabetes Care, Inc. (a)(b) 12,428 1,597,247 
  92,155,925 
Health Care Providers & Services - 0.4%   
1Life Healthcare, Inc. (a) 31,688 504,790 
Acadia Healthcare Co., Inc. (a) 20,296 1,140,026 
Accolade, Inc. (a) 13,717 352,115 
AdaptHealth Corp. (a) 17,542 344,349 
Alignment Healthcare, Inc. (b) 34,626 561,287 
Amedisys, Inc. (a)(b) 5,377 750,898 
Corvel Corp. (a)(b) 5,029 945,452 
Covetrus, Inc. (a) 27,953 502,595 
Fulgent Genetics, Inc. (a) 6,137 573,932 
Guardant Health, Inc. (a) 20,393 2,143,712 
HealthEquity, Inc. (a)(b) 17,210 941,043 
Henry Schein, Inc. (a) 26,239 1,864,543 
LHC Group, Inc. (a) 5,580 640,138 
LifeStance Health Group, Inc. (b) 72,000 571,680 
Modivcare, Inc. (a) 4,065 557,027 
National Research Corp. Class A 7,141 285,997 
Option Care Health, Inc. (a) 29,821 754,770 
Patterson Companies, Inc. 23,367 735,359 
Pennant Group, Inc. (a) 7,826 159,103 
Premier, Inc. 27,813 1,031,028 
Progenity, Inc.(a)(b) 157,504 492,988 
Progyny, Inc. (a)(b) 20,376 1,034,490 
R1 RCM, Inc. (a)(b) 51,297 1,221,895 
Surgery Partners, Inc. (a) 18,472 819,418 
The Ensign Group, Inc. 13,034 994,885 
  19,923,520 
Health Care Technology - 0.2%   
Allscripts Healthcare Solutions, Inc. (a)(b) 40,641 675,860 
Cerner Corp. 59,166 4,168,245 
Certara, Inc. 28,780 775,045 
Change Healthcare, Inc. (a) 67,186 1,362,532 
Definitive Healthcare Corp. (b) 15,779 462,482 
GoodRx Holdings, Inc. (a)(b) 15,434 616,125 
Health Catalyst, Inc. (a)(b) 11,476 497,944 
Nextgen Healthcare, Inc. (a) 20,778 322,059 
Omnicell, Inc. (a) 10,248 1,813,896 
  10,694,188 
Life Sciences Tools & Services - 0.7%   
10X Genomics, Inc. (a)(b) 14,981 2,289,247 
AbCellera Biologics, Inc. (b) 39,097 584,891 
Absci Corp. (b) 16,440 173,442 
Adaptive Biotechnologies Corp. (a) 28,126 733,807 
Bio-Techne Corp. 8,078 3,813,058 
Bruker Corp. (b) 31,717 2,568,760 
Cytek Biosciences, Inc. (b) 23,760 479,239 
ICON PLC (a) 15,353 4,152,526 
Illumina, Inc. (a) 28,648 10,465,974 
Maravai LifeSciences Holdings, Inc. 15,481 711,197 
Medpace Holdings, Inc. (a) 8,227 1,706,362 
Nanostring Technologies, Inc. (a) 10,569 434,386 
NeoGenomics, Inc. (a)(b) 24,519 840,021 
Pacific Biosciences of California, Inc. (a)(b) 39,238 910,714 
PPD, Inc. (a) 36,262 1,707,940 
Quanterix Corp. (a) 10,157 405,975 
Sotera Health Co. 53,009 1,131,212 
Syneos Health, Inc. (a)(b) 22,962 2,230,988 
  35,339,739 
Pharmaceuticals - 0.6%   
Amphastar Pharmaceuticals, Inc. (a)(b) 24,881 486,672 
Arvinas Holding Co. LLC (a) 19,395 1,466,456 
AstraZeneca PLC:   
rights (a)(c) 1,845 
sponsored ADR 68,809 3,772,797 
atai Life Sciences NV (b) 27,841 305,694 
Aurora Cannabis, Inc. (a)(b) 131,752 845,848 
Avenue Therapeutics, Inc. (a) 10,099 14,240 
Axsome Therapeutics, Inc. (a)(b) 17,139 591,981 
Cassava Sciences, Inc. (a)(b) 12,778 683,495 
Corcept Therapeutics, Inc. (a) 28,066 589,386 
Cronos Group, Inc. (a)(b) 52,378 237,272 
Dova Pharmaceuticals, Inc. rights (a)(c) 7,729 4,174 
Eloxx Pharmaceuticals, Inc. (a)(b) 103,314 76,845 
Evoke Pharma, Inc. (a)(b) 30,580 23,238 
Harmony Biosciences Holdings, Inc. (a)(b) 21,144 720,799 
Innoviva, Inc. (a) 39,409 658,918 
Intra-Cellular Therapies, Inc. (a)(b) 29,871 1,209,178 
Jazz Pharmaceuticals PLC (a) 12,786 1,532,658 
Kiora Pharmaceuticals, Inc. (a)(b) 264,160 404,165 
Nektar Therapeutics (a)(b) 79,743 897,906 
NGM Biopharmaceuticals, Inc. (a)(b) 48,908 881,322 
NRX Pharmaceuticals, Inc. (a)(b) 41,024 274,040 
Ocuphire Pharma, Inc. (a)(b) 26,676 104,303 
Pacira Biosciences, Inc. (a) 10,850 570,927 
Palisade Bio, Inc. (a)(b) 80,630 187,868 
Reata Pharmaceuticals, Inc. (a) 4,606 394,274 
Royalty Pharma PLC (b) 79,943 3,179,333 
Sanofi SA sponsored ADR 42,049 2,000,271 
Supernus Pharmaceuticals, Inc. (a)(b) 18,767 562,447 
Tilray, Inc. Class 2 (a)(b) 85,583 866,100 
Vallon Pharamceuticals, Inc. 11 
Viatris, Inc. 246,315 3,032,138 
Zogenix, Inc. (a)(b) 44,425 499,781 
  27,074,537 
TOTAL HEALTH CARE  403,469,687 
INDUSTRIALS - 4.0%   
Aerospace & Defense - 0.1%   
AeroVironment, Inc. (a) 6,338 511,857 
Axon Enterprise, Inc. (a) 13,813 2,331,496 
Elbit Systems Ltd. (b) 6,855 1,004,463 
Kratos Defense & Security Solutions, Inc. (a)(b) 29,537 582,174 
Lilium NV (b) 51,592 367,335 
Mercury Systems, Inc. (a) 12,719 622,595 
Momentus, Inc. Class A (a)(b) 62,656 431,700 
  5,851,620 
Air Freight & Logistics - 0.2%   
Air Transport Services Group, Inc. (a) 16,758 413,755 
Atlas Air Worldwide Holdings, Inc. (a) 7,177 628,777 
C.H. Robinson Worldwide, Inc. 25,563 2,430,786 
Expeditors International of Washington, Inc. 31,003 3,770,585 
Forward Air Corp. (b) 7,211 712,086 
Hub Group, Inc. Class A (a) 10,162 789,283 
  8,745,272 
Airlines - 0.2%   
Allegiant Travel Co. (a)(b) 2,520 436,514 
American Airlines Group, Inc. (a)(b) 125,230 2,215,319 
Frontier Group Holdings, Inc. (b) 42,862 572,208 
JetBlue Airways Corp. (a) 72,179 968,642 
Ryanair Holdings PLC sponsored ADR (a) 20,962 2,002,919 
SkyWest, Inc. (a) 13,311 521,392 
United Airlines Holdings, Inc. (a) 61,290 2,590,115 
  9,307,109 
Building Products - 0.1%   
AAON, Inc. 12,273 957,294 
American Woodmark Corp. (a) 4,766 293,776 
Gibraltar Industries, Inc. (a)(b) 9,338 634,050 
UFP Industries, Inc. (b) 14,436 1,202,230 
View, Inc. Class A (a)(b) 133,336 562,678 
  3,650,028 
Commercial Services & Supplies - 0.5%   
BioHiTech Global, Inc. (a)(b) 144,659 130,179 
Casella Waste Systems, Inc. Class A (a) 11,270 955,471 
Cimpress PLC (a) 3,499 272,327 
Cintas Corp. 20,775 8,770,997 
Copart, Inc. (a) 47,314 6,868,100 
Driven Brands Holdings, Inc. 31,960 986,286 
Fuel Tech, Inc. (a)(b) 194,962 319,738 
Healthcare Services Group, Inc. 19,817 346,798 
Millerknoll, Inc. (b) 28,168 1,068,694 
Stericycle, Inc. (a) 16,609 938,409 
Tetra Tech, Inc. 12,038 2,223,178 
  22,880,177 
Construction & Engineering - 0.1%   
IES Holdings, Inc. (a) 3,899 187,113 
Primoris Services Corp. 29,695 665,762 
Willscot Mobile Mini Holdings (a) 54,205 2,064,668 
  2,917,543 
Electrical Equipment - 0.3%   
Ballard Power Systems, Inc. (a)(b) 57,005 864,196 
Blink Charging Co. (a)(b) 23,312 895,880 
Encore Wire Corp. (b) 6,431 903,298 
Energy Focus, Inc. (a)(b) 14,986 33,269 
Enovix Corp. (b) 47,852 1,674,820 
Fluence Energy, Inc. 8,885 281,566 
FuelCell Energy, Inc. (a)(b) 138,441 1,201,668 
Plug Power, Inc. (a)(b) 84,967 3,385,935 
Shoals Technologies Group, Inc. (b) 16,839 473,176 
Sunrun, Inc. (a) 41,393 1,905,734 
TPI Composites, Inc. (a)(b) 9,967 177,712 
Vicor Corp. (a)(b) 7,284 1,044,963 
  12,842,217 
Industrial Conglomerates - 0.6%   
Honeywell International, Inc. 135,160 27,334,758 
Icahn Enterprises LP 48,749 2,464,262 
Raven Industries, Inc. (a) 14,048 814,784 
  30,613,804 
Machinery - 0.4%   
Altra Industrial Motion Corp. 14,742 777,051 
Astec Industries, Inc. 7,509 470,664 
Columbus McKinnon Corp. (NY Shares) 12,355 548,809 
Franklin Electric Co., Inc. 10,761 947,506 
Ideanomics, Inc. (a)(b) 193,188 311,033 
Kornit Digital Ltd. (a)(b) 9,559 1,480,785 
Lincoln Electric Holdings, Inc. 11,374 1,535,035 
Middleby Corp. (a)(b) 10,485 1,831,520 
Nikola Corp. (a) 413 4,221 
Nordson Corp. 11,193 2,845,149 
Omega Flex, Inc. (b) 2,829 333,765 
PACCAR, Inc. 67,227 5,608,076 
RBC Bearings, Inc. (a) 5,679 1,122,682 
Woodward, Inc. 13,482 1,426,396 
  19,242,692 
Marine - 0.0%   
Golden Ocean Group Ltd. (b) 40,502 381,126 
Star Bulk Carriers Corp. (b) 54,252 1,139,835 
  1,520,961 
Professional Services - 0.4%   
51job, Inc. sponsored ADR (a) 6,949 400,957 
CoStar Group, Inc. (a) 76,288 5,932,155 
Exponent, Inc. 11,449 1,333,809 
First Advantage Corp. 27,005 468,267 
Forrester Research, Inc. (a) 8,801 496,728 
Huron Consulting Group, Inc. (a)(b) 6,891 314,850 
ICF International, Inc. 5,481 530,232 
Kelly Services, Inc. Class A (non-vtg.) 22,954 387,004 
LegalZoom.com, Inc. (b) 35,946 647,387 
ManTech International Corp. Class A 6,993 475,174 
ShiftPixy, Inc. (a)(b) 79,046 61,672 
Sterling Check Corp. (b) 22,378 531,925 
Upwork, Inc. (a) 28,317 1,055,091 
Verisk Analytics, Inc. 32,269 7,256,330 
  19,891,581 
Road & Rail - 0.9%   
AMERCO 4,379 3,085,268 
Avis Budget Group, Inc. (a)(b) 17,078 4,689,448 
CSX Corp. 446,541 15,477,111 
Hertz Global Holdings, Inc. (b) 90,969 2,197,811 
J.B. Hunt Transport Services, Inc. 19,994 3,822,053 
Landstar System, Inc. 6,696 1,128,611 
Lyft, Inc. (a) 64,149 2,605,091 
Marten Transport Ltd. 27,891 448,487 
Old Dominion Freight Lines, Inc. 22,601 8,027,197 
Saia, Inc. (a) 6,066 2,008,938 
TuSimple Holdings, Inc. (b) 34,564 1,382,214 
Universal Logistics Holdings, Inc. 11,112 206,572 
Werner Enterprises, Inc. (b) 14,980 675,748 
  45,754,549 
Trading Companies & Distributors - 0.2%   
Beacon Roofing Supply, Inc. (a) 16,981 847,522 
Fastenal Co. 111,343 6,588,165 
Hudson Technologies, Inc. (a) 89,141 336,062 
McGrath RentCorp. (b) 6,823 527,418 
Rush Enterprises, Inc. Class A (b) 17,042 868,460 
  9,167,627 
Transportation Infrastructure - 0.0%   
Sino-Global Shipping America Ltd. (a)(b) 90,300 296,184 
TOTAL INDUSTRIALS  192,681,364 
INFORMATION TECHNOLOGY - 44.0%   
Communications Equipment - 1.1%   
Applied Optoelectronics, Inc. (a)(b) 62,360 368,548 
Casa Systems, Inc. (a)(b) 35,807 178,677 
Cisco Systems, Inc. 792,208 43,444,687 
CommScope Holding Co., Inc. (a) 51,486 512,801 
Ericsson (B Shares) sponsored ADR (b) 78,476 784,760 
F5, Inc. (a) 11,602 2,640,383 
Infinera Corp. (a)(b) 50,900 413,817 
Lumentum Holdings, Inc. (a) 16,353 1,418,950 
NETGEAR, Inc. (a)(b) 11,576 309,542 
NetScout Systems, Inc. (a)(b) 19,539 584,216 
Radware Ltd. (a) 13,572 393,181 
ViaSat, Inc. (a)(b) 31,309 1,386,676 
Viavi Solutions, Inc. (a)(b) 53,136 786,944 
  53,223,182 
Electronic Equipment & Components - 0.8%   
Advanced Energy Industries, Inc. 8,704 763,254 
Avnet, Inc. 23,286 844,583 
CDW Corp. 26,397 4,998,536 
Cognex Corp. 35,875 2,771,344 
Coherent, Inc. (a) 5,694 1,474,347 
ePlus, Inc. (a) 3,903 411,727 
FARO Technologies, Inc. (a) 5,365 372,653 
Flex Ltd. (a) 97,183 1,661,829 
II-VI, Inc. (a)(b) 22,992 1,437,690 
Innoviz Technologies Ltd. (a)(b) 82,738 594,059 
Insight Enterprises, Inc. (a)(b) 8,255 814,108 
IPG Photonics Corp. (a) 10,623 1,744,190 
Itron, Inc. (a) 9,497 587,959 
Littelfuse, Inc. (b) 5,524 1,648,804 
National Instruments Corp. 22,803 946,781 
Novanta, Inc. (a)(b) 7,976 1,287,725 
OSI Systems, Inc. (a)(b) 4,983 453,104 
PC Connection, Inc. 7,173 314,464 
Plexus Corp. (a)(b) 9,538 802,527 
Sanmina Corp. (a)(b) 16,878 616,722 
Trimble, Inc. (a) 49,930 4,287,489 
TTM Technologies, Inc. (a)(b) 30,362 418,388 
Zebra Technologies Corp. Class A (a) 10,584 6,231,648 
  35,483,931 
IT Services - 2.8%   
Affirm Holdings, Inc. (b) 36,775 4,658,657 
Akamai Technologies, Inc. (a) 32,064 3,613,613 
Amdocs Ltd. 27,243 1,902,106 
Automatic Data Processing, Inc. 83,450 19,267,771 
BigCommerce Holdings, Inc. (a)(b) 14,358 649,987 
Cognizant Technology Solutions Corp. Class A 104,554 8,153,121 
Concentrix Corp. 11,563 1,919,458 
CSG Systems International, Inc. 9,572 504,540 
Data Storage Corp. (a)(b) 41,855 151,934 
Dlocal Ltd. 27,492 912,734 
Euronet Worldwide, Inc. (a)(b) 11,233 1,138,689 
EVO Payments, Inc. Class A (a) 13,496 287,330 
ExlService Holdings, Inc. (a) 7,976 1,035,843 
Fiserv, Inc. (a) 130,662 12,611,496 
Flywire Corp. (b) 17,736 720,791 
GDS Holdings Ltd. ADR (a)(b) 22,166 1,242,183 
Jack Henry & Associates, Inc. 14,805 2,244,882 
MongoDB, Inc. Class A (a) 12,001 5,977,698 
Nuvei Corp. (b)(d) 11,761 1,159,164 
Okta, Inc. (a) 23,271 5,008,617 
Paychex, Inc. 71,191 8,485,967 
PayPal Holdings, Inc. (a) 222,114 41,066,657 
Rackspace Technology, Inc. (a)(b) 46,586 664,316 
Remitly Global, Inc. (b) 32,540 782,912 
Repay Holdings Corp. (a) 19,510 319,184 
Sabre Corp. (a)(b) 73,782 555,578 
StoneCo Ltd. Class A (a)(b) 51,428 802,277 
Taoping, Inc. (a)(b) 22,331 66,993 
Thoughtworks Holding, Inc. (b) 55,154 1,610,497 
Ttec Holdings, Inc. (b) 10,427 879,935 
VeriSign, Inc. (a) 21,942 5,264,105 
Vnet Group, Inc. ADR (a) 28,560 277,603 
Wix.com Ltd. (a)(b) 10,300 1,573,840 
  135,510,478 
Semiconductors & Semiconductor Equipment - 11.9%   
Advanced Micro Devices, Inc. (a) 236,094 37,390,207 
Allegro MicroSystems LLC (a) 34,075 1,064,162 
Ambarella, Inc. (a) 8,321 1,493,786 
Amkor Technology, Inc. (b) 53,512 1,153,719 
Analog Devices, Inc. 91,220 16,442,405 
Applied Materials, Inc. 179,940 26,485,369 
ASML Holding NV 15,206 12,035,701 
Broadcom, Inc. 76,899 42,577,438 
Brooks Automation, Inc. 16,007 1,810,392 
Canadian Solar, Inc. (a)(b) 14,340 544,060 
Cirrus Logic, Inc. (a)(b) 10,474 839,805 
CMC Materials, Inc. 6,066 805,565 
Cohu, Inc. (a) 11,621 383,144 
Diodes, Inc. (a) 10,469 1,113,378 
Enphase Energy, Inc. (a) 26,087 6,521,750 
Entegris, Inc. 27,535 4,022,313 
First Solar, Inc. (a) 20,980 2,173,528 
FormFactor, Inc. (a) 18,148 760,764 
GlobalFoundries, Inc. (b) 96,537 6,684,222 
Intel Corp. 766,753 37,724,248 
KLA Corp. 30,179 12,316,955 
Kulicke & Soffa Industries, Inc. (b) 14,892 858,673 
Lam Research Corp. 28,028 19,054,836 
Lattice Semiconductor Corp. (a) 29,520 2,241,454 
MACOM Technology Solutions Holdings, Inc. (a) 15,473 1,112,663 
Marvell Technology, Inc. 174,877 12,445,996 
Meta Materials, Inc. (a)(b) 87,428 320,861 
Microchip Technology, Inc. 105,192 8,776,169 
Micron Technology, Inc. 219,380 18,427,920 
MKS Instruments, Inc. 11,533 1,754,861 
Monolithic Power Systems, Inc. 9,116 5,045,341 
Nova Ltd. (a)(b) 7,019 902,292 
NVIDIA Corp. 473,130 154,599,959 
NXP Semiconductors NV 54,285 12,125,098 
ON Semiconductor Corp. (a) 77,375 4,753,146 
Power Integrations, Inc. 13,341 1,334,500 
Qorvo, Inc. (a) 22,821 3,337,115 
Qualcomm, Inc. 217,756 39,318,023 
Rambus, Inc. (a) 28,743 773,187 
Semtech Corp. (a) 14,690 1,258,492 
Silicon Laboratories, Inc. (a)(b) 9,196 1,804,899 
SiTime Corp. (a) 4,851 1,447,926 
Skyworks Solutions, Inc. 32,857 4,983,093 
SolarEdge Technologies, Inc. (a) 10,548 3,457,212 
SunPower Corp. (a)(b) 35,120 1,006,188 
Synaptics, Inc. (a)(b) 7,753 2,188,207 
Teradyne, Inc. 33,638 5,142,241 
Texas Instruments, Inc. 176,336 33,921,756 
Tower Semiconductor Ltd. (a) 25,158 892,606 
Universal Display Corp. 9,611 1,374,854 
Xilinx, Inc. 48,922 11,176,231 
  570,178,710 
Software - 16.3%   
ACI Worldwide, Inc. (a) 26,546 773,550 
Adobe, Inc. (a) 90,037 60,311,284 
Alarm.com Holdings, Inc. (a)(b) 11,361 906,494 
Alkami Technology, Inc. (a) 15,428 442,629 
Altair Engineering, Inc. Class A (a)(b) 11,270 839,052 
ANSYS, Inc. (a) 16,786 6,571,383 
AppFolio, Inc. (a) 4,273 514,854 
Appian Corp. Class A (a)(b) 6,910 513,759 
AppLovin Corp. 38,616 3,518,304 
Aspen Technology, Inc. (a)(b) 14,252 2,066,968 
Atlassian Corp. PLC (a) 25,675 9,662,016 
Autodesk, Inc. (a) 43,021 10,935,508 
AvidXchange Holdings, Inc. (b) 34,806 743,456 
Bentley Systems, Inc. Class B (b) 48,776 2,340,760 
Blackbaud, Inc. (a)(b) 11,612 876,242 
BlackLine, Inc. (a)(b) 12,694 1,396,975 
Bottomline Technologies, Inc. (a)(b) 11,627 521,355 
Cadence Design Systems, Inc. (a) 54,395 9,652,937 
CDK Global, Inc. 26,201 1,012,407 
Cerence, Inc. (a)(b) 9,061 681,206 
Check Point Software Technologies Ltd. (a) 27,570 3,068,817 
Citrix Systems, Inc. 23,355 1,878,443 
Cognyte Software Ltd. (b) 15,085 307,281 
CommVault Systems, Inc. (a) 4,505 283,274 
Consensus Cloud Solutions, Inc. 3,370 211,097 
Couchbase, Inc. (b) 7,276 240,472 
Coupa Software, Inc. (a)(b) 13,252 2,606,138 
Crowdstrike Holdings, Inc. (a) 35,964 7,809,223 
CyberArk Software Ltd. (a)(b) 8,390 1,450,212 
Datadog, Inc. Class A (a) 45,419 8,097,754 
Descartes Systems Group, Inc. (a) 18,557 1,491,241 
Digital Turbine, Inc. (a)(b) 19,299 1,024,005 
Docebo, Inc. 6,388 455,081 
DocuSign, Inc. (a) 36,954 9,103,987 
Domo, Inc. Class B (a) 7,278 526,563 
Dropbox, Inc. Class A (a)(b) 57,226 1,408,332 
Duck Creek Technologies, Inc. (a) 7,056 201,731 
Everbridge, Inc. (a) 7,232 820,253 
EverCommerce, Inc. (b) 35,310 574,847 
Five9, Inc. (a) 13,456 1,915,192 
Fortinet, Inc. (a) 31,271 10,385,412 
GTY Technology Holdings, Inc. (a)(b) 43,966 289,296 
HIVE Blockchain Technologies Ltd. (a)(b) 102,224 385,384 
Hut 8 Mining Corp. (a)(b) 63,663 767,139 
Intapp, Inc. (b) 10,670 292,251 
InterDigital, Inc. 8,096 549,799 
Intrusion, Inc. (a)(b) 41,360 147,242 
Intuit, Inc. 50,504 32,943,759 
Jamf Holding Corp. (a)(b) 27,093 873,207 
Kaltura, Inc. (b) 22,616 107,200 
LivePerson, Inc. (a)(b) 15,329 592,619 
Magic Software Enterprises Ltd. (b) 17,515 376,573 
Mandiant, Inc. (a)(b) 51,383 871,970 
Manhattan Associates, Inc. (a) 13,640 2,130,022 
Marathon Digital Holdings, Inc. (a)(b) 28,804 1,471,020 
Matterport, Inc. (b) 67,195 2,175,774 
McAfee Corp. 24,124 623,605 
Microsoft Corp. 1,403,638 464,028,686 
MicroStrategy, Inc. Class A (a)(b) 1,261 909,723 
Mimecast Ltd. (a) 14,996 1,214,676 
Momentive Global, Inc. (a) 33,546 685,345 
Monday.com Ltd. (b) 8,400 3,022,320 
nCino, Inc. (a)(b) 20,022 1,243,767 
NICE Systems Ltd. sponsored ADR (a) 9,555 2,789,869 
NortonLifeLock, Inc. 111,149 2,762,053 
Nuance Communications, Inc. (a) 26,005 1,443,017 
Nutanix, Inc. Class A (a) 41,888 1,391,519 
NXT-ID, Inc. (a) 
Open Text Corp. (b) 34,943 1,656,648 
Palo Alto Networks, Inc. (a)(b) 18,326 10,023,222 
Paycor HCM, Inc. 31,136 916,644 
Paylocity Holding Corp. (a) 11,388 2,873,648 
Pegasystems, Inc. 16,836 1,933,110 
Powerbridge Technologies Co. Ltd. (a)(b) 536,563 510,003 
Progress Software Corp. (b) 11,817 572,534 
PTC, Inc. (a) 23,631 2,589,485 
Qualtrics International, Inc. 14,536 470,385 
Qualys, Inc. (a)(b) 7,766 1,011,832 
Rapid7, Inc. (a) 10,912 1,353,743 
Riot Blockchain, Inc. (a)(b) 16,426 613,840 
Sapiens International Corp. NV 15,693 556,631 
Smith Micro Software, Inc. (a)(b) 56,838 311,472 
Splunk, Inc. (a) 31,925 3,862,925 
Sprout Social, Inc. (a) 11,293 1,261,202 
SPS Commerce, Inc. (a) 8,357 1,178,253 
SS&C Technologies Holdings, Inc. 51,801 3,953,970 
Synopsys, Inc. (a) 30,154 10,282,514 
Telos Corp. 14,361 226,186 
Tenable Holdings, Inc. (a) 22,962 1,134,323 
The Trade Desk, Inc. (a) 85,049 8,795,768 
Upland Software, Inc. (a) 8,745 171,227 
Varonis Systems, Inc. (a) 21,892 1,134,225 
Verint Systems, Inc. (a)(b) 15,085 717,895 
Vonage Holdings Corp. (a) 68,927 1,421,275 
WalkMe Ltd. 15,157 286,467 
Workday, Inc. Class A (a) 34,540 9,471,904 
Xperi Holding Corp. (b) 27,378 490,614 
Zoom Video Communications, Inc. Class A (a) 45,559 9,631,628 
Zscaler, Inc. (a)(b) 26,680 9,257,160 
  780,899,065 
Technology Hardware, Storage & Peripherals - 11.1%   
Apple, Inc. 3,088,763 510,572,513 
Canaan, Inc. ADR (a)(b) 48,245 424,074 
Corsair Gaming, Inc. (a)(b) 15,504 347,290 
Logitech International SA (b) 34,405 2,742,079 
NetApp, Inc. 45,658 4,058,083 
Seagate Technology Holdings PLC 48,543 4,983,910 
Super Micro Computer, Inc. (a) 14,607 604,730 
Western Digital Corp. (a) 62,064 3,589,782 
Xerox Holdings Corp. 33,805 622,688 
  527,945,149 
TOTAL INFORMATION TECHNOLOGY  2,103,240,515 
MATERIALS - 0.3%   
Chemicals - 0.1%   
Balchem Corp. 7,507 1,186,106 
Diversey Holdings Ltd. (b) 56,710 747,438 
Innospec, Inc. 6,366 516,919 
Methanex Corp. (b) 23,782 951,042 
PureCycle Technologies, Inc. (b) 49,274 606,070 
  4,007,575 
Containers & Packaging - 0.0%   
Pactiv Evergreen, Inc. (b) 33,864 420,252 
Silgan Holdings, Inc. (b) 21,950 910,267 
TriMas Corp. (b) 12,717 421,187 
  1,751,706 
Metals & Mining - 0.2%   
Ferroglobe Representation & Warranty Insurance (a)(c) 7,187 
Kaiser Aluminum Corp. (b) 9,186 819,667 
Pan American Silver Corp. (b) 48,660 1,242,776 
Royal Gold, Inc. 12,393 1,239,672 
SSR Mining, Inc. (b) 38,297 695,856 
Steel Dynamics, Inc. (b) 44,649 2,670,010 
  6,667,981 
TOTAL MATERIALS  12,427,262 
REAL ESTATE - 1.0%   
Equity Real Estate Investment Trusts (REITs) - 0.8%   
CareTrust (REIT), Inc. 24,654 498,257 
CyrusOne, Inc. 25,423 2,263,155 
Equinix, Inc. 17,469 14,188,322 
Gaming & Leisure Properties 41,173 1,857,726 
Host Hotels & Resorts, Inc. (a) 146,475 2,299,658 
Industrial Logistics Properties Trust 18,655 413,395 
Lamar Advertising Co. Class A 18,107 1,978,371 
Potlatch Corp. 13,325 721,416 
Regency Centers Corp. 35,626 2,470,307 
Retail Opportunity Investments Corp. 32,086 563,430 
Sabra Health Care REIT, Inc. 48,244 623,795 
SBA Communications Corp. Class A 21,017 7,225,645 
Service Properties Trust 43,903 373,615 
Uniti Group, Inc. 58,360 774,437 
  36,251,529 
Real Estate Management & Development - 0.2%   
Colliers International Group, Inc. (b) 9,109 1,232,903 
Comstock Holding Companies, Inc. (a)(b) 114,572 547,654 
eXp World Holdings, Inc. (b) 33,022 1,212,238 
FirstService Corp. (b) 9,206 1,772,523 
Opendoor Technologies, Inc. (a)(b) 73,207 1,159,599 
Redfin Corp. (a)(b) 22,793 927,447 
Zillow Group, Inc.:   
Class A (a)(b) 12,905 698,290 
Class C (a)(b) 35,896 1,948,076 
  9,498,730 
TOTAL REAL ESTATE  45,750,259 
UTILITIES - 0.6%   
Electric Utilities - 0.6%   
Alliant Energy Corp. 46,853 2,567,076 
American Electric Power Co., Inc. 99,373 8,054,182 
Exelon Corp. 197,218 10,399,305 
MGE Energy, Inc. 8,901 646,124 
Xcel Energy, Inc. 102,301 6,519,643 
  28,186,330 
Independent Power and Renewable Electricity Producers - 0.0%   
Atlantica Sustainable Infrastructure PLC (b) 23,467 900,194 
ReNew Energy Global PLC 31,267 240,443 
  1,140,637 
Multi-Utilities - 0.0%   
NorthWestern Energy Corp. (b) 12,353 683,121 
Water Utilities - 0.0%   
Middlesex Water Co. (b) 6,973 718,498 
TOTAL UTILITIES  30,728,586 
TOTAL COMMON STOCKS   
(Cost $2,425,610,992)  4,760,632,468 
Money Market Funds - 6.0%   
Fidelity Cash Central Fund 0.06% (e) 20,285,391 20,289,448 
Fidelity Securities Lending Cash Central Fund 0.07% (e)(f) 267,911,986 267,938,777 
TOTAL MONEY MARKET FUNDS   
(Cost $288,226,023)  288,228,225 
TOTAL INVESTMENT IN SECURITIES - 105.5%   
(Cost $2,713,837,015)  5,048,860,693 
NET OTHER ASSETS (LIABILITIES) - (5.5)%  (264,152,851) 
NET ASSETS - 100%  $4,784,707,842 

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) 77 Dec. 2021 $24,871,770 $790,179 $790,179 

The notional amount of futures purchased as a percentage of Net Assets is 0.5%

Legend

 (a) Non-income producing

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

 (c) Level 3 security

 (d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,159,164 or 0.0% of net assets.

 (e) 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, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

Affiliated Central Funds

Fiscal year to date information regarding the Fund's investments in Fidelity Central Funds, including the ownership percentage, is presented below.

Fund Value, beginning of period Purchases Sales Proceeds Dividend Income Realized Gain/Loss Change in Unrealized appreciation (depreciation) Value, end of period % ownership, end of period 
Fidelity Cash Central Fund 0.06% $14,818,842 $216,487,820 $211,017,194 $6,828 $(19) $(1) $20,289,448 0.0% 
Fidelity Securities Lending Cash Central Fund 0.07% 50,632,578 1,072,286,317 854,980,118 5,049,236 -- -- 267,938,777 0.8% 
Total $65,451,420 $1,288,774,137 $1,065,997,312 $5,056,064 $(19) $(1) $288,228,225  

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 November 30, 2021, 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 $748,219,513 $748,219,513 $-- $-- 
Consumer Discretionary 832,557,050 832,557,050 -- -- 
Consumer Staples 162,261,242 162,261,242 -- -- 
Energy 18,971,790 18,971,790 -- -- 
Financials 210,325,200 210,325,200 -- -- 
Health Care 403,469,687 403,437,986 11 31,690 
Industrials 192,681,364 192,681,364 -- -- 
Information Technology 2,103,240,515 2,103,240,515 -- -- 
Materials 12,427,262 12,427,262 -- -- 
Real Estate 45,750,259 45,750,259 -- -- 
Utilities 30,728,586 30,728,586 -- -- 
Money Market Funds 288,228,225 288,228,225 -- -- 
Total Investments in Securities: $5,048,860,693 $5,048,828,992 $11 $31,690 
Derivative Instruments:     
Assets     
Futures Contracts $790,179 $790,179 $-- $-- 
Total Assets $790,179 $790,179 $-- $-- 
Total Derivative Instruments: $790,179 $790,179 $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of November 30, 2021. 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) $790,179 $0 
Total Equity Risk 790,179 
Total Value of Derivatives $790,179 $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

  November 30, 2021 
Assets   
Investment in securities, at value (including securities loaned of $256,543,621) — See accompanying schedule:
Unaffiliated issuers (cost $2,425,610,992) 
$4,760,632,468  
Fidelity Central Funds (cost $288,226,023) 288,228,225  
Total Investment in Securities (cost $2,713,837,015)  $5,048,860,693 
Segregated cash with brokers for derivative instruments  1,241,000 
Cash  328 
Foreign currency held at value (cost $162,443)  155,789 
Receivable for fund shares sold  9,219,603 
Dividends receivable  2,848,880 
Distributions receivable from Fidelity Central Funds  541,497 
Other receivables  40 
Total assets  5,062,867,830 
Liabilities   
Payable for investments purchased $9,021,842  
Accrued management fee 846,606  
Payable for daily variation margin on futures contracts 354,999  
Collateral on securities loaned 267,936,541  
Total liabilities  278,159,988 
Net Assets  $4,784,707,842 
Net Assets consist of:   
Paid in capital  $2,453,035,968 
Total accumulated earnings (loss)  2,331,671,874 
Net Assets  $4,784,707,842 
Net Asset Value per share ($4,784,707,842 ÷ 79,100,000 shares)  $60.49 

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


Statement of Operations

  Year ended November 30, 2021 
Investment Income   
Dividends  $29,397,769 
Income from Fidelity Central Funds (including $5,049,236 from security lending)  5,056,064 
Total income  34,453,833 
Expenses   
Management fee $8,708,092  
Independent trustees' fees and expenses 14,772  
Total expenses before reductions 8,722,864  
Expense reductions (103)  
Total expenses after reductions  8,722,761 
Net investment income (loss)  25,731,072 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (8,601,466)  
Redemptions in-kind 112,743,618  
Fidelity Central Funds (19)  
Foreign currency transactions 198  
Futures contracts 3,323,886  
Total net realized gain (loss)  107,466,217 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers 857,038,645  
Fidelity Central Funds (1)  
Assets and liabilities in foreign currencies (8,818)  
Futures contracts (24,762)  
Total change in net unrealized appreciation (depreciation)  857,005,064 
Net gain (loss)  964,471,281 
Net increase (decrease) in net assets resulting from operations  $990,202,353 

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


Statement of Changes in Net Assets

 Year ended November 30, 2021 Year ended November 30, 2020 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $25,731,072 $23,668,426 
Net realized gain (loss) 107,466,217 154,733,037 
Change in net unrealized appreciation (depreciation) 857,005,064 784,115,364 
Net increase (decrease) in net assets resulting from operations 990,202,353 962,516,827 
Distributions to shareholders (24,172,380) (43,848,230) 
Share transactions   
Proceeds from sales of shares 635,282,012 451,237,974 
Cost of shares redeemed (162,724,762) (226,256,019) 
Net increase (decrease) in net assets resulting from share transactions 472,557,250 224,981,955 
Total increase (decrease) in net assets 1,438,587,223 1,143,650,552 
Net Assets   
Beginning of period 3,346,120,619 2,202,470,067 
End of period $4,784,707,842 $3,346,120,619 
Other Information   
Shares(a)   
Sold 11,700,000 11,600,000 
Redeemed (3,100,000) (5,700,000) 
Net increase (decrease) 8,600,000 5,900,000 

 (a) Share activity prior to April 8, 2021 has been adjusted to reflect the impact of the 10 for 1 share split that occurred on that date.

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


Fidelity Nasdaq Composite Index ETF

      
Years ended November 30, 2021 2020 2019 2018 2017 
Selected Per–Share DataA      
Net asset value, beginning of period $47.46 $34.09 $28.79 $27.05 $20.97 
Income from Investment Operations      
Net investment income (loss)B .34 .35 .35 .28 .24 
Net realized and unrealized gain (loss) 13.01 13.68 5.30 1.73 6.06 
Total from investment operations 13.35 14.03 5.65 2.01 6.30 
Distributions from net investment income (.32) (.34) (.35) (.27) (.22) 
Distributions from net realized gain – (.32) – – – 
Total distributions (.32) (.66) (.35) (.27) (.22) 
Net asset value, end of period $60.49 $47.46 $34.09 $28.79 $27.05 
Total ReturnC,D 28.23% 41.87% 19.83% 7.42% 30.21% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .21% .21% .27% .27% .31% 
Expenses net of fee waivers, if any .21% .21% .21% .21% .21% 
Expenses net of all reductions .21% .21% .21% .21% .21% 
Net investment income (loss) .62% .90% 1.15% .95% .99% 
Supplemental Data      
Net assets, end of period (000 omitted) $4,784,708 $3,346,121 $2,202,470 $1,848,322 $1,479,445 
Portfolio turnover rateG,H 11% 19% 6% 10% 12% 

 A Per share amounts have been adjusted to reflect the impact of the 10 for 1 share split that occurred on April 8, 2021.

 B Calculated based on average shares outstanding during the period.

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

 D Based on net asset value.

 E Fees and expenses of any underlying mutual funds or exchange-traded funds (ETFs) are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of these expenses. For additional expense information related to investments in Fidelity Central Funds, please refer to the "Investments in Fidelity Central Funds" note found in the Notes to Financial Statements section of the most recent Annual or Semi-Annual report.

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

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

 H Amount does not include the portfolio activity of any underlying mutual funds or exchange-traded funds (ETFs).

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


Notes to Financial Statements

For the period ended November 30, 2021

1. Organization.

Fidelity Nasdaq Composite Index ETF (the Fund)(formerly Fidelity Nasdaq Composite Index Tracking Stock) 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 April 8, 2021, the Fund underwent a 10 for 1 share split. The effect of the share split transaction was to multiply the number of outstanding shares of the Fund by a split factor of 10:1, with a corresponding decrease in net asset value (NAV) per share. This event does not impact the overall net assets of the Fund. The per share data presented in the Financial Highlights and the Shares activity presented in the Statement of Changes in Net Assets have been retroactively adjusted to reflect this share split.

2. Investments in Fidelity Central Funds.

Funds may invest 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 Schedule of Investments lists any Fidelity Central Funds held as an investment as of period end, but does not include the underlying holdings of each Fidelity Central Fund. An investing fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the investing fund. These strategies are consistent with the investment objectives of the investing fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the investing fund.

Fidelity Central Fund Investment Manager Investment Objective Investment Practices Expense Ratio(a) 
Fidelity Money Market Central Funds Fidelity Management & Research Company LLC (FMR) Each fund seeks to obtain a high level of current income consistent with the preservation of capital and liquidity. Short-term Investments Less than .005% 

 (a) Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual shareholder report.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, and are not covered by the Report of Independent Registered Public Accounting Firm, are available on the Securities and Exchange Commission 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 - Investment Companies. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The Fund's Schedule of Investments lists any underlying mutual funds or exchange-traded funds (ETFs) but does not include the underlying holdings of these funds. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. 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, 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 November 30, 2021 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. Certain Funds 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. Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of a fund include an amount in addition to trade execution, which may be rebated back to a fund. Any such rebates are included in net realized gain (loss) on investments in the Statement of Operations. 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. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Funds may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. Any withholding tax reclaims income is included in the Statement of Operations in dividends. Any receivables for withholding tax reclaims are included in the Statement of Assets and Liabilities in dividends receivable.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of November 30, 2021, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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), 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 $2,432,688,779 
Gross unrealized depreciation (98,991,682) 
Net unrealized appreciation (depreciation) $2,333,697,097 
Tax Cost $2,715,163,596 

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

Undistributed ordinary income $6,545,727 
Capital loss carryforward $(8,496,719) 
Net unrealized appreciation (depreciation) on securities and other investments $2,333,622,866 

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

No expiration  
Short-term $(8,496,719) 

The tax character of distributions paid was as follows:

 November 30, 2021 November 30, 2020 
Ordinary Income $24,172,380 $ 24,911,230 
Long-term Capital Gains – 18,937,000 
Total $24,172,380 $ 43,848,230 

Restricted Securities (including Private Placements). Funds may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities held at period end is included at the end of the Schedule of Investments, if applicable.

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, as applicable, are noted in the table below.

 Purchases ($) Sales ($) 
Fidelity Nasdaq Composite Index ETF 484,665,507 450,427,282 

Securities received and delivered in-kind through subscriptions and redemptions totaled $623,831,444 and $160,140,045, 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. Any interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note. During the period there were no interfund trades.

7. Security Lending.

Funds lend portfolio securities from time to time in order to earn additional income. Lending agents are used, including National Financial Services (NFS), an affiliate of the investment adviser. Pursuant to a securities lending agreement, NFS will receive a fee, which is capped at 9.9% of a fund's daily lending revenue, for its services as lending agent. A fund may lend securities to certain qualified borrowers, including NFS. On the settlement date of the loan, a 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 a fund and any additional required collateral is delivered to a fund on the next business day. A 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, a fund may apply collateral received from the borrower against the obligation. A 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. Any loaned securities are identified as such in the Schedule of Investments, and the value of loaned securities and cash collateral at period end, as applicable, are presented in the Statement of Assets and Liabilities. 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. Affiliated security lending activity, if any, was as follows:

 Total Security Lending Fees Paid to NFS Security Lending Income From Securities Loaned to NFS Value of Securities Loaned to NFS at Period End 
Fidelity Nasdaq Composite Index ETF $528,278 $355,692 $2,468,095 

8. Expense Reductions.

Through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's expenses by $103.

9. Share Transactions.

Funds issue and redeem 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 securities to a fund and redemption proceeds are paid with a basket of securities from a 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. A 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 a fund. The transaction fee is used to offset the costs associated with the issuance and redemption of Creation Units.

10. Other.

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

11. 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.

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Fidelity Commonwealth Trust and Shareholders of Fidelity Nasdaq Composite Index ETF

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Fidelity Nasdaq Composite Index ETF (the “Fund”) as of November 30, 2021, the related statement of operations for the year ended November 30, 2021, the statement of changes in net assets for each of the two years in the period ended November 30, 2021, including the related notes, and the financial highlights for each of the five years in the period ended November 30, 2021 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of November 30, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended November 30, 2021 and the financial highlights for each of the five years in the period ended November 30, 2021 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of November 30, 2021 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

January 13, 2022



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

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance.  Each of the Trustees oversees 314 funds. 

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

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

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

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

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

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

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

Interested Trustees*:

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

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

Bettina Doulton (1964)

Year of Election or Appointment: 2020

Trustee

Ms. Doulton also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Doulton served in a variety of positions at Fidelity Investments, including as a managing director of research (2006-2007), portfolio manager to certain Fidelity® funds (1993-2005), equity analyst and portfolio assistant (1990-1993), and research assistant (1987-1990). Ms. Doulton currently owns and operates Phi Builders + Architects and Cellardoor Winery. Previously, Ms. Doulton served as a member of the Board of Brown Capital Management, LLC (2014-2018).

Robert A. Lawrence (1952)

Year of Election or Appointment: 2020

Trustee

Acting Chairman of the Board of Trustees

Mr. Lawrence also serves as Trustee of other funds. Previously, Mr. Lawrence served as a Member of the Advisory Board of certain funds. Prior to his retirement in 2008, Mr. Lawrence served as Vice President of certain Fidelity® funds (2006-2008), Senior Vice President, Head of High Income Division of Fidelity Management & Research Company (investment adviser firm, 2006-2008), and President of Fidelity Strategic Investments (investment adviser firm, 2002-2005).

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

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

Independent Trustees:

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

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

Thomas P. Bostick (1956)

Year of Election or Appointment: 2021

Trustee

Lieutenant General Bostick also serves as Trustee of other Fidelity® funds. Prior to his retirement, General Bostick (United States Army, Retired) held a variety of positions within the U.S. Army, including Commanding General and Chief of Engineers, U.S. Army Corps of Engineers (2012-2016) and Deputy Chief of Staff and Director of Human Resources, U.S. Army (2009-2012). General Bostick currently serves as a member of the Board and Finance and Governance Committees of CSX Corporation (transportation, 2020-present) and a member of the Board and Corporate Governance and Nominating Committee of Perma-Fix Environmental Services, Inc. (nuclear waste management, 2020-present). General Bostick serves as Chief Executive Officer of Bostick Global Strategies, LLC (consulting, 2016-present) and Managing Partner, Sustainability, of Ridge-Lane Limited Partners (strategic advisory and venture development, 2016-present). Previously, General Bostick served as a Member of the Advisory Board of certain Fidelity® funds (2021), President, Intrexon Bioengineering (2018-2020) and Chief Operating Officer (2017-2020) and Senior Vice President of the Environment Sector (2016-2017) of Intrexon Corporation (biopharmaceutical company).

Dennis J. Dirks (1948)

Year of Election or Appointment: 2018

Trustee

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks served as Chief Operating Officer and as a member of the Board of The Depository Trust & Clearing Corporation (financial markets infrastructure), President, Chief Operating Officer and a member of the Board of The Depository Trust Company (DTC), President and a member of the Board of the National Securities Clearing Corporation (NSCC), Chief Executive Officer and a member of the Board of the Government Securities Clearing Corporation and Chief Executive Officer and a member of the Board of the Mortgage-Backed Securities Clearing Corporation. Mr. Dirks currently serves as a member of the Finance Committee (2016-present) and Board (2017-present) and is Treasurer (2018-present) of the Asolo Repertory Theatre.

Donald F. Donahue (1950)

Year of Election or Appointment: 2017

Trustee

Mr. Donahue also serves as Trustee of other Fidelity® funds. Mr. Donahue serves as President and Chief Executive Officer of Miranda Partners, LLC (risk consulting for the financial services industry, 2012-present). Previously, Mr. Donahue served as Chief Executive Officer (2006-2012), Chief Operating Officer (2003-2006) and Managing Director, Customer Marketing and Development (1999-2003) of The Depository Trust & Clearing Corporation (financial markets infrastructure). Mr. Donahue currently serves as a member (2007-present) and Co-Chairman (2016-present) of the Board of United Way of New York and a member of the Board of NYC Leadership Academy (2012-present). Mr. Donahue previously served as a member of the Advisory Board of certain Fidelity® funds (2015-2018).

Vicki L. Fuller (1957)

Year of Election or Appointment: 2020

Trustee

Ms. Fuller also serves as Trustee of other Fidelity® funds. Previously, Ms. Fuller served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chief Investment Officer of the New York State Common Retirement Fund (2012-2018) and held a variety of positions at AllianceBernstein L.P. (global asset management, 1985-2012), including Managing Director (2006-2012) and Senior Vice President and Senior Portfolio Manager (2001-2006). Ms. Fuller currently serves as a member of the Board, Audit Committee and Nominating and Governance Committee of The Williams Companies, Inc. (natural gas infrastructure, 2018-present), as a member of the Board, Audit Committee and Nominating and Governance Committee of two Blackstone business development companies (2020-present) and as a member of the Board of Treliant, LLC (consulting, 2019-present).

Patricia L. Kampling (1959)

Year of Election or Appointment: 2020

Trustee

Ms. Kampling also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Kampling served as Chairman of the Board and Chief Executive Officer (2012-2019), President and Chief Operating Officer (2011-2012) and Executive Vice President and Chief Financial Officer (2010-2011) of Alliant Energy Corporation. Ms. Kampling currently serves as a member of the Board, Finance Committee and Governance, Compensation and Nominating Committee of Xcel Energy Inc. (utilities company, 2020-present) and as a member of the Board, Audit, Finance and Risk Committee and Safety, Environmental, Technology and Operations Committee of American Water Works Company, Inc. (utilities company, 2019-present). In addition, Ms. Kampling currently serves as a member of the Board of the Nature Conservancy, Wisconsin Chapter (2019-present). Previously, Ms. Kampling served as a Member of the Advisory Board of certain Fidelity® funds (2020), a member of the Board, Compensation Committee and Executive Committee and Chair of the Audit Committee of Briggs & Stratton Corporation (manufacturing, 2011-2021), a member of the Board of Interstate Power and Light Company (2012-2019) and Wisconsin Power and Light Company (2012-2019) (each a subsidiary of Alliant Energy Corporation) and as a member of the Board and Workforce Development Committee of the Business Roundtable (2018-2019).

Thomas A. Kennedy (1955)

Year of Election or Appointment: 2021

Trustee

Mr. Kennedy also serves as Trustee of other Fidelity® funds. Previously, Mr. Kennedy served as a Member of the Advisory Board of certain Fidelity® funds (2020) and held a variety of positions at Raytheon Company (aerospace and defense, 1983-2020), including Chairman and Chief Executive Officer (2014-2020) and Executive Vice President and Chief Operating Officer (2013-2014). Mr. Kennedy currently serves as Executive Chairman of the Board of Directors of Raytheon Technologies Corporation (aerospace and defense, 2020-present). He is also a member of the Rutgers School of Engineering Industry Advisory Board (2011-present) and a member of the UCLA Engineering Dean’s Executive Board (2016-present).

Oscar Munoz (1959)

Year of Election or Appointment: 2021

Trustee

Mr. Munoz also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Munoz served as Executive Chairman (2020-2021), Chief Executive Officer (2015-2020), President (2015-2016) and a member of the Board (2010-2021) of United Airlines Holdings, Inc. Mr. Munoz currently serves as a member of the Board of CBRE Group, Inc. (commercial real estate, 2020-present), a member of the Board of Univision Communications, Inc. (Hispanic media, 2020-present) and a member of the Advisory Board of Salesforce.com, Inc. (cloud-based software, 2020-present). Previously, Mr. Munoz served as a Member of the Advisory Board of certain Fidelity® funds (2021).

Garnett A. Smith (1947)

Year of Election or Appointment: 2017

Trustee

Mr. Smith also serves as Trustee of other Fidelity® funds. Prior to his retirement, Mr. Smith served as Chairman and Chief Executive Officer (1990-1997) and President (1986-1990) of Inbrand Corp. (manufacturer of personal absorbent products). Prior to his employment with Inbrand Corp., he was employed by a retail fabric chain and North Carolina National Bank (now Bank of America). Mr. Smith previously served as a member of the Advisory Board of certain Fidelity® funds (2012-2013).

David M. Thomas (1949)

Year of Election or Appointment: 2018

Trustee

Lead Independent Trustee

Mr. Thomas also serves as Trustee of other Fidelity® funds. Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). Mr. Thomas currently serves as a member of the Board of Fortune Brands Home and Security (home and security products, 2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication).

Susan Tomasky (1953)

Year of Election or Appointment: 2020

Trustee

Ms. Tomasky also serves as Trustee of other Fidelity® funds. Prior to her retirement, Ms. Tomasky served in various executive officer positions at American Electric Power Company, Inc. (1998-2011), including most recently as President of AEP Transmission (2007-2011). Ms. Tomasky currently serves as a member of the Board and Sustainability Committee and as Chair of the Audit Committee of Marathon Petroleum Corporation (2018-present) and as a member of the Board, Corporate Governance Committee and Organization and Compensation Committee and as Chair of the Audit Committee of Public Service Enterprise Group, Inc. (utilities company, 2012-present). In addition, Ms. Tomasky currently serves as a member (2009-present) and President (2020-present) of the Board of the Royal Shakespeare Company – America (2009-present), as a member of the Board of the Columbus Association for the Performing Arts (2011-present) and as a member of the Board and Investment Committee of Kenyon College (2016-present). Previously, Ms. Tomasky served as a Member of the Advisory Board of certain Fidelity® funds (2020), as a member of the Board of the Columbus Regional Airport Authority (2007-2020), as a member of the Board (2011-2018) and Lead Independent Director (2015-2018) of Andeavor Corporation (previously Tesoro Corporation) (independent oil refiner and marketer) and as a member of the Board of Summit Midstream Partners LP (energy, 2012-2018).

Michael E. Wiley (1950)

Year of Election or Appointment: 2017

Trustee

Mr. Wiley also serves as Trustee of other Fidelity® funds. Previously, Mr. Wiley served as a member of the Advisory Board of certain Fidelity® funds (2018-2020), Chairman, President and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004). Mr. Wiley also previously served as a member of the Board of Andeavor Corporation (independent oil refiner and marketer, 2005-2018), a member of the Board of Andeavor Logistics LP (natural resources logistics, 2015-2018) and a member of the Board of High Point Resources (exploration and production, 2005-2020).

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

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer or Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.  Officers appear below in alphabetical order. 

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2018

Member of the Advisory Board

Mr. Lynch also serves as a Member of the Advisory Board of other Fidelity® funds. Mr. Lynch is Vice Chairman and a Director of Fidelity Management & Research Company LLC (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served as Vice Chairman and a Director of FMR Co., Inc. (investment adviser firm) and on the Special Olympics International Board of Directors (1997-2006).

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as an officer of other funds. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2013-present).

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke serves as Head of Investment Operations for Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments (1998-present). Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

William C. Coffey (1969)

Year of Election or Appointment: 2019

Assistant Secretary

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Secretary and CLO of certain funds (2018-2019); CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2018-2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2018-2019); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2018-2019); and Assistant Secretary of certain funds (2009-2018).

Timothy M. Cohen (1969)

Year of Election or Appointment: 2018

Vice President

Mr. Cohen also serves as Vice President of other funds. Mr. Cohen serves as Co-Head of Equity (2018-present), a Director of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2016-present), and is an employee of Fidelity Investments. Previously, Mr. Cohen served as Executive Vice President of Fidelity SelectCo, LLC (2019), Head of Global Equity Research (2016-2018), Chief Investment Officer - Equity and a Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2013-2015) and as a Director of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2017).

Jonathan Davis (1968)

Year of Election or Appointment: 2017

Assistant Treasurer

Mr. Davis also serves as an officer of other funds. Mr. Davis serves as Assistant Treasurer of FIMM, LLC (2021-present), FMR Capital, Inc. (2017-present), FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-present); and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

Assistant Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2017-present). Previously, Ms. Del Prato served as President and Treasurer of The North Carolina Capital Management Trust: Cash Portfolio and Term Portfolio (2018-2020). Prior to joining Fidelity Investments, Ms. Del Prato served as a Managing Director and Treasurer of the JPMorgan Mutual Funds (2014-2017). Prior to JPMorgan, Ms. Del Prato served as a partner at Cohen Fund Audit Services (accounting firm, 2012-2013) and KPMG LLP (accounting firm, 2004-2012).

Colm A. Hogan (1973)

Year of Election or Appointment: 2020

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FIMM, LLC (2021-present) and FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2005-present). Previously, Mr. Hogan served as Deputy Treasurer of certain Fidelity® funds (2016-2020) and Assistant Treasurer of certain Fidelity® funds (2016-2018). 

Pamela R. Holding (1964)

Year of Election or Appointment: 2018

Vice President

Ms. Holding also serves as Vice President of other funds. Ms. Holding serves as Co-Head of Equity (2018-present) and is an employee of Fidelity Investments (2013-present). Previously, Ms. Holding served as Executive Vice President of Fidelity SelectCo, LLC (2019) and as Chief Investment Officer of Fidelity Institutional Asset Management (2013-2018).

Cynthia Lo Bessette (1969)

Year of Election or Appointment: 2019

Secretary and Chief Legal Officer (CLO)

Ms. Lo Bessette also serves as an officer of other funds. Ms. Lo Bessette serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company LLC (investment adviser firm, 2019-present); CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2019-present); Secretary of FD Funds GP LLC (2021-present), FD Funds Holding LLC (2021-present), and FD Funds Management LLC (2021-present); and Assistant Secretary of FIMM, LLC (2019-present). She is a Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2019-present), and is an employee of Fidelity Investments. Previously, Ms. Lo Bessette served as CLO, Secretary, and Senior Vice President of FMR Co., Inc. (investment adviser firm, 2019); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2019). Prior to joining Fidelity Investments, Ms. Lo Bessette was Executive Vice President, General Counsel (2016-2019) and Senior Vice President, Deputy General Counsel (2015-2016) of OppenheimerFunds (investment management company) and Deputy Chief Legal Officer (2013-2015) of Jennison Associates LLC (investment adviser firm).

Chris Maher (1972)

Year of Election or Appointment: 2020

Deputy Treasurer

Mr. Maher also serves as an officer of other funds. Mr. Maher serves as Assistant Treasurer of FIMM, LLC (2021-present) and FMR Capital, Inc. (2017-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Maher served as Assistant Treasurer of certain funds (2013-2020); Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Jason P. Pogorelec (1975)

Year of Election or Appointment: 2020

Chief Compliance Officer

Mr. Pogorelec also serves as Chief Compliance Officer of other funds. Mr. Pogorelec is a senior Vice President of Asset Management Compliance for Fidelity Investments and is an employee of Fidelity Investments (2006-present). Previously, Mr. Pogorelec served as Vice President, Associate General Counsel for Fidelity Investments (2010-2020) and Assistant Secretary of certain Fidelity funds (2015-2020).

Brett Segaloff (1972)

Year of Election or Appointment: 2021

Anti-Money Laundering (AML) Officer

Mr. Segaloff also serves as an AML Officer of other funds and other related entities. He is Director, Anti-Money Laundering (2007-present) of FMR LLC (diversified financial services company) and is an employee of Fidelity Investments (1996-present).

Stacie M. Smith (1974)

Year of Election or Appointment: 2018

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FIMM, LLC (2021-present) and FMR Capital, Inc. (2017-present), is an employee of Fidelity Investments (2009-present), and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (accounting firm, 1996-2009). Previously, Ms. Smith served as Assistant Treasurer (2013-2019) and Deputy Treasurer (2013-2016) of certain Fidelity® funds.

Jim Wegmann (1979)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Wegmann also serves as an officer of other funds. Mr. Wegmann serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2011-present). Previously, Mr. Wegmann served as Assistant Treasurer of certain Fidelity® funds (2019-2021).

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2021 to November 30, 2021).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 Annualized Expense Ratio-A Beginning
Account Value
June 1, 2021 
Ending
Account Value
November 30, 2021 
Expenses Paid
During Period-B
June 1, 2021
to November 30, 2021 
Fidelity Nasdaq Composite Index ETF .21%    
Actual  $1,000.00 $1,135.30 $1.12 
Hypothetical-C  $1,000.00 $1,024.02 $1.07 

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

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

 C 5% return per year before expenses

Distributions (Unaudited)

A total of 0.01% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates 69%, 100%, 100%, and 100% of the dividends distributed in December, March, June, and September, respectively during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

The fund designates 87%, 100%, 100%, and 100% of the dividends distributed in December, March, June, and September, respectively during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund designates 3% of the dividend distributed in December during the fiscal year as a section 199A dividend.

The fund will notify shareholders in January 2022 of amounts for use in preparing 2021 income tax returns.

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Nasdaq Composite Index ETF

At its July 2021 meeting, the Board of Trustees, including a majority of the Independent Trustees (together, the Board), voted to approve an amended and restated sub-advisory agreement with Geode Capital Management, LLC (Geode) for the fund (the Amended Contract) to decrease the sub-advisory fee rate paid by Fidelity Management & Research Company LLC (FMR), the fund's investment adviser, to Geode on behalf of the fund by 0.20 basis points, effective August 1, 2021. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information.

Nature, Extent, and Quality of Services Provided.  The Board previously received and considered materials relating to the nature, extent and quality of services provided by FMR and Geode to the fund, including the resources dedicated to investment management and support services, shareholder and administrative services, the benefits to shareholders of investment in a large fund family and the investment performance of the fund in connection with the annual renewal of the fund's current management contract and sub-advisory agreement (Advisory Contracts). At its May 2021 meeting, the Board concluded that the nature, extent and quality of the services provided to the fund under the existing Advisory Contracts should continue to benefit the fund's shareholders. The Board noted that approval of the Amended Contract would not change the fund's portfolio manager, the investment processes, the level or nature of services provided, the resources and personnel allocated or trading and compliance operations. The Board concluded that the nature, extent, and quality of services to be provided to the fund under the Amended Contract should continue to benefit the fund's shareholders.

Competitiveness of Management Fee and Total Expense Ratio.  The Board noted that the Amended Contract would result in no change in the fund's management fee and total expense ratio and considered that it received and reviewed information regarding the fund's current management fee and total expense ratio compared to "mapped groups" of competitive funds and classes in connection with the annual renewal of the Advisory Contracts. Based on its review, the Board concluded at its May 2021 and July 2021 meetings that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered and 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 previously reviewed information regarding the revenues earned and the expenses incurred by Fidelity in providing services to the fund and the level of Fidelity's profitability. At its May 2021 meeting, the Board concluded that it was satisfied that Fidelity's profitability in connection with the operation of the fund was not excessive. At the July 2021 meeting, the Board concluded that the Amended Contract would not have a meaningful effect on Fidelity's profitability.

Economies of Scale.  The Board has previously received and reviewed information regarding 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 and that it concluded, at its May 2021 meeting, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity. At the July 2021 meeting, the Board concluded that the Amended Contract would not have a meaningful effect on any potential economies of scale.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the sub-advisory fee arrangement is fair and reasonable, and that the fund's Amended Contract should be approved.





Fidelity Investments

ETF-ANN-0122
1.795540.118



Item 2.

Code of Ethics


As of the end of the period, November 30, 2021, Fidelity Commonwealth Trust (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer.  A copy of the code of ethics is filed as an exhibit to this Form N-CSR.


Item 3.

Audit Committee Financial Expert


The Board of Trustees of the trust has determined that Donald F. Donahue is an audit committee financial expert, as defined in Item 3 of Form N-CSR.  Mr. Donahue is independent for purposes of Item 3 of Form N-CSR.  



Item 4.  

Principal Accountant Fees and Services


Fees and Services


The following table presents fees billed by PricewaterhouseCoopers LLP (PwC) in each of the last two fiscal years for services rendered to Fidelity Nasdaq Composite Index ETF (the Fund):


Services Billed by PwC


November 30, 2021 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Nasdaq Composite Index ETF

 $45,100

$400

 $61,600

 $1,500



November 30, 2020 FeesA


Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Nasdaq Composite Index ETF

 $45,800

$4,500

 $12,700

 $1,800



A Amounts may reflect rounding.


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



portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund(s) (Fund Service Providers):


Services Billed by PwC




November 30, 2021A

November 30, 2020A

Audit-Related Fees

 $8,522,600

 $9,377,400

Tax Fees

$354,200

$30,000

All Other Fees

$-

$-


A Amounts may reflect rounding.


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


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


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


Assurance services must be performed by an independent public accountant.


* * *


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


Billed By

November 30, 2021A

November 30, 2020A

PwC

$14,183,000

$14,561,300



A Amounts may reflect rounding.


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



entities and FMRs review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund(s) Service Providers.


Audit Committee Pre-Approval Policies and Procedures

 

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


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


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


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


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


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



Item 5.

Audit Committee of Listed Registrants


The Audit Committee is a separately-designated standing audit committee in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934.  As of November 30, 2021, the members of the Audit Committee were Joseph Mauriello, Donald F. Donahue, Thomas P. Bostick, Thomas Kennedy, Garnett A. Smith and Susan Tomasky.




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 trusts Board of Trustees.


Item 11.

Controls and Procedures


(a)(i)  The President and Treasurer and the Chief Financial Officer have concluded that the trusts 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)

Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(a)

(2)

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

(a)

(3)

Not applicable.

(b)


Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.




SIGNATURES


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


Fidelity Commonwealth Trust



By:

/s/Stacie M. Smith


Stacie M. Smith


President and Treasurer



Date:

January 20, 2022


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:

January 20, 2022



By:

/s/John J. Burke III


John J. Burke III


Chief Financial Officer



Date:

January 20, 2022

 







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:

 January 20, 2022

/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:

January 20, 2022

/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: January 20, 2022



/s/Stacie M. Smith

Stacie M. Smith

President and Treasurer



 

Dated: January 20, 2022



/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.





Converted by EDGARwiz



EXHIBIT EX-99.CODE ETH


FIDELITY FUNDS’ CODE OF ETHICS FOR

PRESIDENT, TREASURER AND PRINCIPAL ACCOUNTING OFFICER



I.  Purposes of the Code/Covered Officers


This document constitutes the Code of Ethics (Code) adopted by the Fidelity Funds (Funds) pursuant to the provisions of Rule 30b2-1(a) under the Investment Company Act of 1940), which Rule implements Sections 406 of the Sarbanes-Oxley Act of 2002 with respect to registered investment companies.  The Code applies to the Fidelity Funds’ President and Treasurer, and Chief Financial Officer (Covered Officers).  Fidelity’s Ethics Office, a part of Corporate Compliance Group within Core Compliance, administers the Code.


The purposes of the Code are to deter wrongdoing and to promote, on the part of the Covered Officers:


·

honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

·

full, fair, accurate, timely and understandable disclosure in reports and documents that the Fidelity Funds submit to the Securities and Exchange Commission (SEC), and in other public communications by a Fidelity Fund;

·

compliance with applicable laws and governmental rules and regulations;

·

the prompt internal reporting to an appropriate person or persons identified in the Code of violations of the Code; and

·

accountability for adherence to the Code.


Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest.


II.

Covered Officers Should Handle Ethically

Actual and Apparent Conflicts of Interest


Overview.  A “conflict of interest” occurs when a Covered Officer’s private interest interferes with the interests of, or his service to, the Fidelity Funds.  For example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of his position with the Fidelity Funds.  


Certain conflicts of interest arise out of the relationships between Covered Officers and the Fidelity Funds and already are subject to conflict of interest provisions in the Investment Company Act of 1940 (Investment Company Act) and the Investment Advisers Act of 1940 (Investment Advisers Act).  For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with a Fidelity Fund because of their status as “affiliated persons” of the Fund.  Separate compliance programs and procedures of the Fidelity Funds, Fidelity Management & Research Company (FMR) and the other Fidelity companies are designed to prevent, or identify and correct, violations of these provisions.  This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code.


Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between the Fidelity Funds and FMR (or another Fidelity company) of which the Covered Officers are also officers or employees.  As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the Fidelity Funds, FMR or another Fidelity company), be involved in establishing policies and implementing decisions that have different effects on the Fidelity Funds, FMR and other Fidelity companies.  The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Fidelity Funds and FMR (or another Fidelity company), and is consistent with the performance by the Covered Officers of their duties as officers of the Fidelity Funds.  Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically.  In addition, it is recognized by the Funds’ Board of Trustees (Board) that the Covered Officers also may be officers or employees of one or more other Fidelity Funds covered by this Code.


Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers Act.  The following list provides examples of conflicts of interest under the Code, but Covered Officers should keep in mind that these examples are not exhaustive.  The overarching principle is that the personal interest of a Covered Officer should not be placed improperly before the interest of a Fidelity Fund.  


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Each Covered Officer must:


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not use his or her personal influence or personal relationships improperly to influence investment decisions or financial reporting by any Fidelity Fund whereby the Covered Officer would benefit personally to the detriment of any Fidelity Fund;

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not cause a Fidelity Fund to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit of the Fidelity Fund;

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not engage in any outside business activity, including serving as a director or trustee, that prevents the Covered Officer from devoting appropriate time and attention to the Covered Officer’s responsibilities with the Fidelity Funds;

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not have a consulting or employment relationship with any of the Fidelity Funds’ service providers that are not affiliated with Fidelity; and

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not retaliate against any employee or Covered Officer for reports of actual or potential misconduct, which are made in good faith.


With respect to other fact patterns, if a Covered Officer is in doubt, other potential conflict of interest situations should be described immediately to the Fidelity Ethics Office for resolution.  Similarly, any questions a Covered Officer has generally regarding the application or interpretation of the Code should be directed to the Fidelity Ethics Office immediately.


III.  Disclosure and Compliance


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Each Covered Officer should familiarize himself with the disclosure requirements generally applicable to the Fidelity Funds.

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Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about any Fidelity Fund to others, whether within or outside Fidelity, including to the Board and auditors, and to governmental regulators and self-regulatory organizations;

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Each Covered Officer should, to the extent appropriate within his area of responsibility, consult with other officers and employees of the Fidelity Funds, FMR and the Fidelity service providers, and with the Board’s Compliance Committee,  with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Fidelity Funds file with, or submit to, the SEC and in other public communications made by the Fidelity Funds; and

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It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations.


IV.  Reporting and Accountability


Each Covered Officer must:


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upon receipt of the Code, and annually thereafter, submit to the Fidelity Ethics Office an acknowledgement stating that he or she has received, read, and understands the Code; and

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notify the Fidelity Ethics Office promptly if he or she knows of any violation of the Code.  Failure to do so is itself a violation of this Code.  


The Fidelity Ethics Office shall take all action it considers appropriate to investigate any actual or potential violations reported to it.  Upon completion of the investigation, if necessary, the matter will be reviewed with senior management or other appropriate parties, and a determination will be made as to whether any action should be taken as detailed below.  The Covered Officer will be informed of any action determined to be appropriate.  The Fidelity Ethics Office will inform the Personal Trading Committee of all Code violations and actions taken in response.  Without implied limitation, appropriate remedial, disciplinary or preventive action may include a written warning, a letter of censure, suspension, dismissal or, in the event of criminal or other serious violations of law, notification of the SEC or other appropriate law enforcement authorities.  Additionally, other legal remedies may be pursued.  


The policies and procedures described in the Code do not create any obligations to any person or entity other than the Fidelity Funds.  The Code is intended solely for the internal use by the Fidelity Funds and does not constitute a promise, contract or an admission by or on behalf of any Fidelity Fund as to any fact, circumstance, or legal conclusion.  The Fidelity Funds, the Fidelity companies and the Fidelity Chief Ethics Officer retain the discretion to decide whether the Code applies to a specific situation, and how it should be interpreted.


V.  Oversight


Material violations of this Code will be reported promptly by FMR to the Board’s Compliance Committee.  In addition, at least once each year, FMR will provide a written report to the Board, which describes any issues arising under the Code since the last report to the Board, including, but not limited to, information about material violations of the Code and action taken in response to the material violations.



VI.  Other Policies and Procedures


This Code shall be the sole code of ethics adopted by the Fidelity Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder.  Other Fidelity policies or procedures that cover the behavior or activities of Covered Officers are separate requirements applying to the Covered Officers (and others), and are not part of this Code.  


VII.  Amendments


Any material amendments or changes to this Code must be approved or ratified by a majority vote of the Board, including a majority of the Trustees who are not interested persons of the Fidelity Funds.


VIII.  Records and Confidentiality


Records of any violation of the Code and of the actions taken as a result of such violations will be kept by the Fidelity Ethics Office.  All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly.  Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the Fidelity Ethics Office, the Personal Trading Committee, the Board, appropriate personnel at the relevant Fidelity company or companies and the legal counsel of any or all of the foregoing.