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010 - Annual Front Cover Html

Fidelity Flex® Funds

Fidelity Flex® Mid Cap Index Fund

Annual Report

April 30, 2023

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Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public AccountingFirm

Trustees and Officers

Shareholder Expense Example

Distributions

Liquidity Risk Management Program

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

You may also call 1-800-544-3455 (for managed account clients) or 1-800-835-5092 (for retirement plan participants) to request a free copy of the proxy voting guidelines.

A fund is not in any way connected to or sponsored, endorsed, sold or promoted by the London Stock Exchange Group plc and its group undertakings (collectively, the "LSE Group"). The LSE Group does not accept any liability whatsoever to any person arising out of the use of a fund or the underlying data.

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. © 2023 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.

Average annual total return reflects 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) and assuming a constant rate of performance each year. The hypothetical investment and the average annual total returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursem*nt by Fidelity, a fund's total return will be greater than it would be had the reimbursem*nt not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended April 30, 2023

Past 1

year

Past 5

years

Life of

Fund A

Fidelity Flex® Mid Cap Index Fund

-1.62%

8.04%

8.68%

A From March 9, 2017

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Flex® Mid Cap Index Fund, on March 9, 2017, when the fund started.

The chart shows how the value of your investment would have changed, and also shows how the Russell Midcap® Index performed over the same period.

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Market Recap:

U.S. equities gained 2.66% for the 12 months ending April 30, 2023, according to the S&P 500 ® index, as markets digested multiple crosscurrents and sustained year-to-date momentum. The upturn followed a year in which the S&P 500 ® returned -18.11% amid a multitude of risk factors. Record inflation prompted the Federal Reserve to aggressively tighten monetary policy, and market interest rates eclipsed their highest level in a decade, stoking recession fears and sending stocks into bear market territory. Since March 2022, the Fed has raised its benchmark rate nine times, by 4.75 percentage points, while also shrinking its massive asset portfolio. Against this backdrop, stocks struggled to gain traction until a rally in late 2022, as risky assets regained favor. The S&P 500 ® continued to advance in 2023, gaining 7.50% in the first quarter and adding 1.56% in April, supported by moderating inflation data, a resilient labor market, earnings that continued to exceed lowered expectations and indications from the Fed it was nearing the end of its interest rate hiking regime. Indeed, the central bank stepped down to hikes of 25 basis points (0.25 percentage points) in February and March, as stress in the financial system started to show, with two regional banks failing in March. For the full 12 months, value stocks handily outpaced growth. By sector, energy (+19%) led the way, followed by information technology (+9%) and industrials (+7%). In contrast, real estate (-16%), consumer discretionary (-8%) and materials (-3%) lagged most.

Comments from the Geode Capital Management, LLC, passive equity index team:

For the fiscal year ending April 30, 2023, the fund returned -1.62%, roughly in line with the -1.69% result of the benchmark Russell MidCap ® Index. By sector, stocks in the real estate sector returned -16% and detracted most. Information technology (-7%) and financials (-7%) also hurt. Other notable detractors included the materials (-8%), communication services (-12%), and consumer staples (0%) sectors. Conversely, industrials advanced roughly 9% and contributed most, driven by the capital goods industry (+15%). Health care stocks also helped (+6%), benefiting from the health care equipment & services industry (+11%). The consumer discretionary sector rose about 4%. Other notable contributors included the energy (+5%) and utilities (+1%) sectors. Turning to individual stocks, the biggest individual detractor was First Republic Bank (-98%), from the banks segment. In software & services, CrowdStrike Holdings (-40%), Zoom Video Communications (-50%), and Datadog (-44%) hurt. Rivian Automotive, within the automobiles & components group, returned roughly -57% and hindered the fund. Conversely, the top contributor was O'Reilly Automotive (+51%), from the consumer discretionary distribution & retail category. In consumer services, Chipotle Mexican Grill (+42%) was helpful and Cadence Design Systems (+39%) from the software & services industry also contributed. AutoZone, within the consumer discretionary distribution & retail segment, rose 36%, and Motorola Solutions, within the technology hardware & equipment category, gained approximately 38% and boosted the fund.

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.

Top Holdings (% of Fund's net assets)

Cadence Design Systems, Inc.

0.6

O'Reilly Automotive, Inc.

0.6

Chipotle Mexican Grill, Inc.

0.6

Synopsys, Inc.

0.6

AutoZone, Inc.

0.5

Motorola Solutions, Inc.

0.5

DexCom, Inc.

0.5

Phillips 66 Co.

0.5

Amphenol Corp. Class A

0.5

Corteva, Inc.

0.5

5.4

Market Sectors (% of Fund's net assets)

Industrials

17.2

Information Technology

14.0

Financials

13.3

Consumer Discretionary

12.3

Health Care

11.1

Real Estate

7.4

Materials

6.1

Utilities

5.8

Energy

4.8

Consumer Staples

4.2

Communication Services

3.6

Asset Allocation (% of Fund's net assets)

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Futures - 0.2%

Common Stocks - 99.8%

Shares

Value ($)

COMMUNICATION SERVICES - 3.6%

Diversified Telecommunication Services - 0.1%

Frontier Communications Parent, Inc. (a)

7,496

168,960

Lumen Technologies, Inc. (b)

31,221

73,994

242,954

Entertainment - 1.7%

AMC Entertainment Holdings, Inc. Class A (a)(b)

15,827

87,049

Electronic Arts, Inc.

8,358

1,063,806

Liberty Media Corp. Liberty Formula One:

Class A (a)

687

44,504

Series C (a)

6,088

439,493

Live Nation Entertainment, Inc. (a)

4,766

323,039

Madison Square Garden Sports Corp.

569

114,085

Playtika Holding Corp. (a)

2,784

27,840

Roblox Corp. (a)

13,681

487,044

Roku, Inc. Class A (a)

3,722

209,214

Spotify Technology SA (a)

4,277

571,407

Take-Two Interactive Software, Inc. (a)

5,050

627,665

Warner Bros Discovery, Inc.

72,151

981,975

World Wrestling Entertainment, Inc. Class A

1,312

140,607

5,117,728

Interactive Media & Services - 0.4%

IAC, Inc. (a)

2,352

121,763

Match Group, Inc. (a)

8,532

314,831

Pinterest, Inc. Class A (a)

18,170

417,910

TripAdvisor, Inc. (a)

3,120

55,318

Zoominfo Technologies, Inc. (a)

8,418

184,438

1,094,260

Media - 1.4%

Altice U.S.A., Inc. Class A (a)

6,483

22,691

Cable One, Inc.

176

133,480

DISH Network Corp. Class A (a)

7,663

57,549

Fox Corp.:

Class A

8,957

297,910

Class B

4,204

128,390

Interpublic Group of Companies, Inc.

11,872

424,187

Liberty Broadband Corp.:

Class A (a)

550

46,492

Class C (a)

3,625

307,328

Liberty Media Corp. Liberty SiriusXM:

Series A (a)

2,288

64,293

Series C (a)

4,744

132,547

News Corp.:

Class A

11,660

205,333

Class B

3,585

63,634

Nexstar Broadcasting Group, Inc. Class A

1,105

191,662

Omnicom Group, Inc.

6,131

555,285

Paramount Global:

Class A (b)

840

22,226

Class B (b)

17,008

396,797

Sirius XM Holdings, Inc. (b)

21,457

81,537

The New York Times Co. Class A

4,970

197,558

The Trade Desk, Inc. (a)

13,423

863,636

4,192,535

TOTAL COMMUNICATION SERVICES

10,647,477

CONSUMER DISCRETIONARY - 12.3%

Automobile Components - 0.6%

Aptiv PLC (a)

8,271

850,755

BorgWarner, Inc.

7,131

343,215

Gentex Corp.

7,186

198,262

Lear Corp.

1,802

230,043

QuantumScape Corp. Class A (a)(b)

7,898

55,286

1,677,561

Automobiles - 0.2%

Harley-Davidson, Inc.

4,119

152,815

Lucid Group, Inc. Class A (a)(b)

17,782

141,189

Rivian Automotive, Inc. (a)(b)

15,912

203,992

Thor Industries, Inc.

1,577

124,615

622,611

Broadline Retail - 0.5%

eBay, Inc.

16,591

770,320

Etsy, Inc. (a)

3,824

386,339

Kohl's Corp.

3,343

73,646

Macy's, Inc.

8,265

135,050

Nordstrom, Inc. (b)

3,428

52,997

Ollie's Bargain Outlet Holdings, Inc. (a)

1,909

124,562

1,542,914

Distributors - 0.5%

Genuine Parts Co.

4,246

714,644

LKQ Corp.

7,646

441,404

Pool Corp.

1,163

408,585

1,564,633

Diversified Consumer Services - 0.3%

ADT, Inc.

6,399

42,873

Bright Horizons Family Solutions, Inc. (a)

1,762

134,123

Grand Canyon Education, Inc. (a)

939

111,459

H&R Block, Inc.

4,658

157,953

Mister Car Wash, Inc. (a)

2,388

21,062

Service Corp. International

4,571

320,838

788,308

Hotels, Restaurants & Leisure - 3.8%

ARAMARK Holdings Corp.

7,192

249,562

Boyd Gaming Corp.

2,331

161,771

Caesars Entertainment, Inc. (a)

6,261

283,561

Carnival Corp. (a)(b)

29,872

275,121

Chipotle Mexican Grill, Inc. (a)

841

1,738,868

Choice Hotels International, Inc.

983

125,352

Churchill Downs, Inc.

1,089

318,565

Darden Restaurants, Inc.

3,744

568,826

Domino's Pizza, Inc.

1,080

342,868

Doordash, Inc. (a)

7,646

467,859

Draftkings Holdings, Inc.

10,810

236,847

Expedia, Inc. (a)

4,506

423,384

Hilton Worldwide Holdings, Inc.

8,026

1,155,905

Hyatt Hotels Corp. Class A (a)

1,450

165,735

Las Vegas Sands Corp. (a)

10,121

646,226

Marriott Vacations Worldwide Corp.

1,140

153,398

MGM Resorts International

9,673

434,511

Norwegian Cruise Line Holdings Ltd. (a)(b)

12,793

170,787

Penn Entertainment, Inc. (a)

4,739

141,175

Planet Fitness, Inc. (a)

2,553

212,256

Royal Caribbean Cruises Ltd. (a)

6,731

440,409

Six Flags Entertainment Corp. (a)

2,278

55,287

Travel+Leisure Co.

2,443

93,494

Vail Resorts, Inc.

1,228

295,359

Wendy's Co.

5,236

115,716

Wyndham Hotels & Resorts, Inc.

2,648

180,647

Wynn Resorts Ltd. (a)

3,183

363,753

Yum! Brands, Inc.

8,622

1,212,081

11,029,323

Household Durables - 1.6%

D.R. Horton, Inc.

9,648

1,059,543

Garmin Ltd.

4,709

462,283

Leggett & Platt, Inc.

4,061

131,211

Lennar Corp.:

Class A

7,659

864,012

Class B

464

45,388

Mohawk Industries, Inc. (a)

1,612

170,711

Newell Brands, Inc.

11,543

140,247

NVR, Inc. (a)

89

519,760

PulteGroup, Inc.

6,924

464,947

Tempur Sealy International, Inc.

5,091

190,760

Toll Brothers, Inc.

3,367

215,185

TopBuild Corp. (a)

976

220,068

Whirlpool Corp.

1,628

227,253

4,711,368

Leisure Products - 0.3%

Brunswick Corp.

2,207

187,132

Hasbro, Inc.

4,016

237,828

Mattel, Inc. (a)

10,769

193,842

Peloton Interactive, Inc. Class A (a)

9,361

83,126

Polaris, Inc.

1,686

183,184

YETI Holdings, Inc. (a)

2,645

104,345

989,457

Specialty Retail - 3.4%

Advance Auto Parts, Inc.

1,814

227,711

AutoNation, Inc. (a)

1,032

135,914

AutoZone, Inc. (a)

573

1,526,077

Bath & Body Works, Inc.

6,997

245,595

Best Buy Co., Inc.

6,041

450,175

Burlington Stores, Inc. (a)

1,986

382,921

CarMax, Inc. (a)

4,822

337,685

Carvana Co. Class A (a)(b)

3,146

21,833

Dick's Sporting Goods, Inc.

1,624

235,496

Five Below, Inc. (a)

1,666

328,802

Floor & Decor Holdings, Inc. Class A (a)(b)

3,159

313,815

GameStop Corp. Class A (b)

8,184

157,869

Gap, Inc.

5,970

57,312

Leslie's, Inc. (a)

5,375

58,319

Lithia Motors, Inc. Class A (sub. vtg.)

827

182,676

O'Reilly Automotive, Inc. (a)

1,896

1,739,220

Penske Automotive Group, Inc.

789

109,340

Petco Health & Wellness Co., Inc. (a)

2,479

24,691

RH (a)

556

141,852

Ross Stores, Inc.

10,427

1,112,874

Tractor Supply Co.

3,377

805,077

Ulta Beauty, Inc. (a)

1,541

849,754

Victoria's Secret & Co. (a)

2,473

76,688

Wayfair LLC Class A (a)

2,411

83,975

Williams-Sonoma, Inc. (b)

2,023

244,864

9,850,535

Textiles, Apparel & Luxury Goods - 1.1%

Capri Holdings Ltd. (a)

3,751

155,667

Carter's, Inc.

1,132

78,980

Columbia Sportswear Co.

1,103

92,145

Deckers Outdoor Corp. (a)

804

385,389

Hanesbrands, Inc.

10,720

56,173

lululemon athletica, Inc. (a)

3,415

1,297,461

PVH Corp.

1,929

165,527

Ralph Lauren Corp.

1,239

142,225

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

4,093

217,707

Tapestry, Inc.

7,224

294,811

Under Armour, Inc.:

Class A (sub. vtg.) (a)

5,892

52,262

Class C (non-vtg.) (a)

5,700

45,828

VF Corp.

10,676

250,993

3,235,168

TOTAL CONSUMER DISCRETIONARY

36,011,878

CONSUMER STAPLES - 4.2%

Beverages - 0.3%

Boston Beer Co., Inc. Class A (a)

287

91,125

Brown-Forman Corp.:

Class A

1,439

94,801

Class B (non-vtg.)

5,569

362,486

Molson Coors Beverage Co. Class B

5,352

318,337

866,749

Consumer Staples Distribution & Retail - 1.1%

Albertsons Companies, Inc.

7,136

149,142

BJ's Wholesale Club Holdings, Inc. (a)

4,098

312,964

Casey's General Stores, Inc.

1,131

258,795

Dollar Tree, Inc. (a)

6,384

981,285

Grocery Outlet Holding Corp. (a)

2,692

80,168

Kroger Co.

20,051

975,080

Performance Food Group Co. (a)

4,647

291,320

U.S. Foods Holding Corp. (a)

6,165

236,736

3,285,490

Food Products - 2.2%

Bunge Ltd.

4,227

395,647

Campbell Soup Co.

5,924

321,673

Conagra Brands, Inc.

14,382

545,941

Darling Ingredients, Inc. (a)

4,897

291,714

Flowers Foods, Inc.

5,742

157,962

Freshpet, Inc. (a)

1,395

96,213

Hormel Foods Corp.

8,775

354,861

Ingredion, Inc.

2,002

212,552

Kellogg Co.

7,800

544,206

Lamb Weston Holdings, Inc.

4,410

493,082

McCormick & Co., Inc. (non-vtg.)

7,659

672,843

Pilgrim's Pride Corp. (a)

1,404

32,025

Post Holdings, Inc. (a)

1,647

149,037

Seaboard Corp.

8

31,529

The Hershey Co.

4,461

1,218,121

The J.M. Smucker Co.

3,155

487,164

Tyson Foods, Inc. Class A

8,507

531,602

6,536,172

Household Products - 0.5%

Church & Dwight Co., Inc.

7,422

720,825

Reynolds Consumer Products, Inc.

1,668

46,754

Spectrum Brands Holdings, Inc.

1,222

81,263

The Clorox Co.

3,770

624,387

1,473,229

Personal Care Products - 0.1%

Coty, Inc. Class A (a)

10,703

127,045

Olaplex Holdings, Inc. (a)

3,836

14,193

141,238

TOTAL CONSUMER STAPLES

12,302,878

ENERGY - 4.8%

Energy Equipment & Services - 0.7%

Baker Hughes Co. Class A

28,804

842,229

Halliburton Co.

27,485

900,134

NOV, Inc.

11,974

200,565

1,942,928

Oil, Gas & Consumable Fuels - 4.1%

Antero Midstream GP LP

10,310

110,936

Antero Resources Corp. (a)

8,669

199,300

APA Corp.

9,799

361,093

Cheniere Energy, Inc.

7,611

1,164,483

Chesapeake Energy Corp.

3,697

305,668

Coterra Energy, Inc.

23,973

613,709

Devon Energy Corp.

19,891

1,062,776

Diamondback Energy, Inc.

5,476

778,687

DT Midstream, Inc.

2,964

146,036

Enviva, Inc.

918

19,737

EQT Corp.

11,276

392,856

Hess Corp.

8,610

1,248,967

HF Sinclair Corp.

4,128

182,086

Marathon Oil Corp.

19,361

467,762

New Fortress Energy, Inc.

1,687

51,099

ONEOK, Inc.

13,592

889,053

Ovintiv, Inc.

7,500

270,600

PDC Energy, Inc.

2,681

174,399

Phillips 66 Co.

14,252

1,410,948

Range Resources Corp.

7,216

190,863

Southwestern Energy Co. (a)

33,634

174,560

Targa Resources Corp.

6,906

521,610

Texas Pacific Land Corp.

175

258,589

The Williams Companies, Inc.

37,245

1,127,034

Vitesse Energy, Inc.

774

14,242

12,137,093

TOTAL ENERGY

14,080,021

FINANCIALS - 13.3%

Banks - 2.2%

Bank of Hawaii Corp.

1,187

57,486

Bank OZK

3,430

122,520

BOK Financial Corp.

883

74,057

Citizens Financial Group, Inc.

14,919

461,594

Columbia Banking Systems, Inc.

6,340

135,422

Comerica, Inc.

3,990

173,046

Commerce Bancshares, Inc.

3,477

194,190

Cullen/Frost Bankers, Inc.

1,779

196,135

East West Bancorp, Inc.

4,319

223,249

Fifth Third Bancorp

20,827

545,667

First Citizens Bancshares, Inc.

336

338,412

First Hawaiian, Inc.

3,929

75,083

First Horizon National Corp.

16,161

283,626

First Republic Bank (b)

5,678

19,930

FNB Corp., Pennsylvania

11,008

126,372

Huntington Bancshares, Inc.

43,936

492,083

KeyCorp

28,425

320,066

M&T Bank Corp.

5,253

660,827

New York Community Bancorp, Inc.

20,427

218,365

PacWest Bancorp (b)

3,564

36,175

Pinnacle Financial Partners, Inc.

2,290

124,187

Popular, Inc.

2,146

128,781

Prosperity Bancshares, Inc.

2,680

167,822

Regions Financial Corp.

28,619

522,583

Synovus Financial Corp.

4,387

135,120

Webster Financial Corp.

5,278

196,869

Western Alliance Bancorp.

3,225

119,712

Wintrust Financial Corp.

1,823

124,639

Zions Bancorp NA

4,511

125,676

6,399,694

Capital Markets - 4.2%

Affiliated Managers Group, Inc.

1,144

165,171

Ameriprise Financial, Inc.

3,217

981,571

Ares Management Corp.

4,686

410,447

Bank of New York Mellon Corp.

22,468

956,912

Blue Owl Capital, Inc. Class A

12,904

145,299

Carlyle Group LP

6,342

192,353

Cboe Global Markets, Inc.

3,238

452,349

Coinbase Global, Inc. (a)(b)

4,881

262,549

Evercore, Inc. Class A

1,110

126,618

FactSet Research Systems, Inc.

1,160

477,560

Franklin Resources, Inc.

8,716

234,286

Interactive Brokers Group, Inc.

2,835

220,705

Invesco Ltd.

11,395

195,196

Janus Henderson Group PLC

4,165

108,082

Jefferies Financial Group, Inc.

6,046

193,653

KKR & Co. LP

17,497

928,566

Lazard Ltd. Class A

2,532

79,252

LPL Financial

2,434

508,317

MarketAxess Holdings, Inc.

1,136

361,668

Morningstar, Inc.

759

135,337

MSCI, Inc.

2,376

1,146,301

NASDAQ, Inc.

10,504

581,606

Northern Trust Corp.

6,288

491,470

Raymond James Financial, Inc.

5,949

538,563

Robinhood Markets, Inc. (a)

17,468

154,592

SEI Investments Co.

3,139

184,918

State Street Corp.

10,669

770,942

Stifel Financial Corp.

3,113

186,687

T. Rowe Price Group, Inc.

6,731

756,093

Tradeweb Markets, Inc. Class A

3,285

231,297

Virtu Financial, Inc. Class A

2,902

58,185

12,236,545

Consumer Finance - 0.7%

Ally Financial, Inc.

9,107

240,243

Credit Acceptance Corp. (a)

202

98,879

Discover Financial Services

8,160

844,315

OneMain Holdings, Inc.

3,519

135,024

SLM Corp.

7,310

109,796

SoFi Technologies, Inc. (a)(b)

24,624

153,408

Synchrony Financial

13,308

392,719

Upstart Holdings, Inc. (a)(b)

2,162

30,052

2,004,436

Financial Services - 1.4%

Affirm Holdings, Inc. (a)

6,789

66,940

Apollo Global Management, Inc.

14,777

936,714

Corebridge Financial, Inc.

2,474

41,712

Equitable Holdings, Inc.

11,286

293,323

Euronet Worldwide, Inc. (a)

1,446

160,130

FleetCor Technologies, Inc. (a)

2,194

469,340

Global Payments, Inc.

7,979

899,313

Jack Henry & Associates, Inc.

2,220

362,615

MGIC Investment Corp.

9,029

134,261

Rocket Companies, Inc. (a)(b)

3,421

30,481

Shift4 Payments, Inc. (a)

1,546

104,772

TFS Financial Corp.

1,507

18,144

The Western Union Co.

11,339

123,935

Toast, Inc. (a)

7,767

141,359

UWM Holdings Corp. Class A

2,746

16,476

Voya Financial, Inc.

2,970

227,146

WEX, Inc. (a)

1,333

236,408

4,263,069

Insurance - 4.6%

AFLAC, Inc.

18,653

1,302,912

Allstate Corp.

8,084

935,804

American Financial Group, Inc.

2,056

252,333

Arch Capital Group Ltd. (a)

10,833

813,233

Arthur J. Gallagher & Co.

6,361

1,323,470

Assurant, Inc.

1,629

200,579

Assured Guaranty Ltd.

1,758

94,703

Axis Capital Holdings Ltd.

2,384

134,791

Brighthouse Financial, Inc. (a)

2,065

91,273

Brown & Brown, Inc.

7,220

464,896

Cincinnati Financial Corp.

4,690

499,204

CNA Financial Corp.

827

32,179

Erie Indemnity Co. Class A

769

167,127

Everest Re Group Ltd.

1,189

449,442

F&G Annuities & Life, Inc.

535

9,807

Fidelity National Financial, Inc.

7,947

282,039

First American Financial Corp.

3,083

177,612

Globe Life, Inc.

2,738

297,128

Hanover Insurance Group, Inc.

1,084

129,603

Hartford Financial Services Group, Inc.

9,707

689,100

Kemper Corp.

1,948

94,770

Lincoln National Corp.

5,195

112,887

Loews Corp.

5,938

341,851

Markel Corp. (a)

404

552,886

Old Republic International Corp.

8,547

215,983

Primerica, Inc.

1,123

204,959

Principal Financial Group, Inc.

7,404

553,005

Prudential Financial, Inc.

11,257

979,359

Reinsurance Group of America, Inc.

2,046

291,187

RenaissanceRe Holdings Ltd.

1,315

283,264

Ryan Specialty Group Holdings, Inc. (a)

2,520

102,967

Unum Group

6,047

255,183

W.R. Berkley Corp.

6,293

370,784

White Mountains Insurance Group Ltd.

77

110,275

Willis Towers Watson PLC

3,292

762,427

13,579,022

Mortgage Real Estate Investment Trusts - 0.2%

AGNC Investment Corp.

17,466

173,088

Annaly Capital Management, Inc.

14,316

286,034

Rithm Capital Corp.

13,201

107,720

Starwood Property Trust, Inc. (b)

8,916

159,507

726,349

TOTAL FINANCIALS

39,209,115

HEALTH CARE - 11.1%

Biotechnology - 2.3%

Alnylam Pharmaceuticals, Inc. (a)

3,756

748,195

Biogen, Inc. (a)

4,384

1,333,744

BioMarin Pharmaceutical, Inc. (a)

5,643

541,954

Exact Sciences Corp. (a)

5,346

342,518

Exelixis, Inc. (a)

9,799

179,322

Horizon Therapeutics PLC (a)

6,768

752,331

Incyte Corp. (a)

5,585

415,580

Ionis Pharmaceuticals, Inc. (a)

4,323

152,905

Mirati Therapeutics, Inc. (a)

1,365

60,483

Natera, Inc. (a)

2,975

150,892

Neurocrine Biosciences, Inc. (a)

2,925

295,542

Novavax, Inc. (a)(b)

2,637

20,226

Repligen Corp. (a)

1,694

256,861

Sarepta Therapeutics, Inc. (a)

2,572

315,764

Seagen, Inc. (a)

4,157

831,400

Ultragenyx Pharmaceutical, Inc. (a)

2,046

89,349

United Therapeutics Corp. (a)

1,363

313,667

6,800,733

Health Care Equipment & Supplies - 3.5%

Align Technology, Inc. (a)

2,400

780,720

Dentsply Sirona, Inc.

6,547

274,516

DexCom, Inc. (a)

11,786

1,430,113

Enovis Corp. (a)

1,552

90,404

Envista Holdings Corp. (a)

4,982

191,757

Globus Medical, Inc. (a)

2,364

137,443

Hologic, Inc. (a)

7,437

639,656

ICU Medical, Inc. (a)

619

117,078

IDEXX Laboratories, Inc. (a)

2,513

1,236,798

Insulet Corp. (a)

2,105

669,474

Integra LifeSciences Holdings Corp. (a)

2,204

121,925

Masimo Corp. (a)

1,452

274,631

Novocure Ltd. (a)

3,161

208,310

Penumbra, Inc. (a)

1,091

309,975

QuidelOrtho Corp.

1,494

134,385

ResMed, Inc.

4,417

1,064,320

STERIS PLC

3,051

575,266

Tandem Diabetes Care, Inc. (a)

1,963

77,696

Teleflex, Inc.

1,434

390,794

The Cooper Companies, Inc.

1,486

566,835

Zimmer Biomet Holdings, Inc.

6,415

888,093

10,180,189

Health Care Providers & Services - 1.8%

Acadia Healthcare Co., Inc. (a)

2,723

196,846

agilon health, Inc. (a)

5,788

140,475

Amedisys, Inc. (a)

977

78,453

AmerisourceBergen Corp.

4,986

831,914

Cardinal Health, Inc.

7,873

646,373

Chemed Corp.

446

245,858

DaVita HealthCare Partners, Inc. (a)

1,700

153,612

Encompass Health Corp.

2,989

191,744

Enhabit Home Health & Hospice

1,481

18,142

Guardant Health, Inc. (a)

2,959

66,755

Henry Schein, Inc. (a)

4,131

333,826

Laboratory Corp. of America Holdings

2,708

613,931

Molina Healthcare, Inc. (a)

1,753

522,201

Oak Street Health, Inc. (a)

3,573

139,240

Premier, Inc.

3,600

119,988

Quest Diagnostics, Inc.

3,383

469,594

Tenet Healthcare Corp. (a)

3,249

238,217

Universal Health Services, Inc. Class B

1,898

285,364

5,292,533

Health Care Technology - 0.4%

Certara, Inc. (a)

3,553

85,876

Definitive Healthcare Corp. (a)

1,017

10,882

Doximity, Inc. (a)

3,415

125,501

Teladoc Health, Inc. (a)

4,894

129,838

Veeva Systems, Inc. Class A (a)

4,258

762,523

1,114,620

Life Sciences Tools & Services - 2.5%

10X Genomics, Inc. (a)

2,810

147,328

Agilent Technologies, Inc.

9,043

1,224,693

Avantor, Inc. (a)

18,656

363,419

Azenta, Inc. (a)

2,090

90,894

Bio-Rad Laboratories, Inc. Class A (a)

654

294,817

Bio-Techne Corp.

4,760

380,229

Bruker Corp.

3,278

259,388

Charles River Laboratories International, Inc. (a)

1,543

293,355

IQVIA Holdings, Inc. (a)

5,672

1,067,641

Maravai LifeSciences Holdings, Inc. (a)

3,346

46,141

Mettler-Toledo International, Inc. (a)

673

1,003,780

PerkinElmer, Inc.

3,856

503,169

QIAGEN NV (a)

6,939

309,549

Sotera Health Co. (a)

3,026

50,746

Syneos Health, Inc. (a)

3,129

122,845

Waters Corp. (a)

1,805

542,150

West Pharmaceutical Services, Inc.

2,265

818,209

7,518,353

Pharmaceuticals - 0.6%

Catalent, Inc. (a)

5,478

274,557

Elanco Animal Health, Inc. (a)

13,568

128,489

Jazz Pharmaceuticals PLC (a)

1,881

264,224

Organon & Co.

7,754

190,981

Perrigo Co. PLC

4,093

152,219

Royalty Pharma PLC

11,361

399,339

Viatris, Inc.

37,090

346,050

1,755,859

TOTAL HEALTH CARE

32,662,287

INDUSTRIALS - 17.2%

Aerospace & Defense - 1.5%

Axon Enterprise, Inc. (a)

2,065

435,116

BWX Technologies, Inc.

2,788

180,049

Curtiss-Wright Corp.

1,171

198,871

HEICO Corp.

1,411

237,951

HEICO Corp. Class A

2,368

317,857

Hexcel Corp.

2,560

184,525

Howmet Aerospace, Inc.

11,336

502,071

Huntington Ingalls Industries, Inc.

1,201

242,194

Mercury Systems, Inc. (a)

1,493

71,171

Spirit AeroSystems Holdings, Inc. Class A

3,199

95,202

Textron, Inc.

6,380

427,077

TransDigm Group, Inc.

1,571

1,201,815

Woodward, Inc.

1,773

170,243

4,264,142

Air Freight & Logistics - 0.4%

C.H. Robinson Worldwide, Inc.

3,554

358,492

Expeditors International of Washington, Inc.

4,849

552,010

GXO Logistics, Inc. (a)

3,234

171,822

1,082,324

Building Products - 1.9%

A.O. Smith Corp.

3,827

261,346

Advanced Drain Systems, Inc.

1,908

163,554

Allegion PLC

2,677

295,755

Armstrong World Industries, Inc.

1,383

94,957

Builders FirstSource, Inc. (a)

4,443

421,063

Carlisle Companies, Inc.

1,572

339,316

Carrier Global Corp.

25,558

1,068,836

Fortune Brands Home & Security, Inc.

3,914

253,197

Hayward Holdings, Inc. (a)

2,039

24,550

Lennox International, Inc.

978

275,708

Masco Corp.

6,880

368,149

MasterBrand, Inc.

3,909

31,546

Owens Corning

2,857

305,156

The AZEK Co., Inc. (a)

3,404

92,385

Trane Technologies PLC

7,025

1,305,315

Trex Co., Inc. (a)

3,369

184,150

5,484,983

Commercial Services & Supplies - 1.5%

Cintas Corp.

2,647

1,206,423

Clean Harbors, Inc. (a)

1,555

225,724

Copart, Inc. (a)

13,032

1,030,180

Driven Brands Holdings, Inc. (a)

1,906

58,514

MSA Safety, Inc.

1,125

145,969

Republic Services, Inc.

6,305

911,829

Ritchie Bros. Auctioneers, Inc.

2,142

122,501

Rollins, Inc.

7,072

298,792

Stericycle, Inc. (a)

2,802

127,911

Tetra Tech, Inc.

1,607

222,361

4,350,204

Construction & Engineering - 0.6%

AECOM

4,027

334,442

MasTec, Inc. (a)

1,865

165,631

MDU Resources Group, Inc.

6,194

180,989

Quanta Services, Inc.

4,350

737,934

Valmont Industries, Inc.

641

186,249

Willscot Mobile Mini Holdings (a)

6,213

282,070

1,887,315

Electrical Equipment - 1.3%

Acuity Brands, Inc.

981

154,390

AMETEK, Inc.

7,046

971,855

ChargePoint Holdings, Inc. Class A (a)(b)

7,738

67,088

Generac Holdings, Inc. (a)

1,907

194,934

Hubbell, Inc. Class B

1,638

441,146

nVent Electric PLC

5,054

211,914

Plug Power, Inc. (a)(b)

15,926

143,812

Regal Rexnord Corp.

1,987

258,628

Rockwell Automation, Inc.

3,513

995,619

Sensata Technologies, Inc. PLC

4,628

201,087

Sunrun, Inc. (a)

6,356

133,730

Vertiv Holdings Co.

9,262

138,189

3,912,392

Ground Transportation - 0.9%

Avis Budget Group, Inc. (a)

782

138,156

Hertz Global Holdings, Inc. (a)

5,577

93,024

J.B. Hunt Transport Services, Inc.

2,520

441,731

Knight-Swift Transportation Holdings, Inc. Class A

4,767

268,477

Landstar System, Inc.

1,093

192,401

Lyft, Inc. (a)

10,001

102,510

Old Dominion Freight Lines, Inc.

3,037

973,024

RXO, Inc.

3,474

62,845

Ryder System, Inc.

1,483

117,394

Schneider National, Inc. Class B

1,650

43,181

U-Haul Holding Co.

357

21,798

U-Haul Holding Co. (non-vtg.)

2,372

128,325

XPO, Inc. (a)

3,123

137,974

2,720,840

Machinery - 4.2%

AGCO Corp.

1,895

234,866

Allison Transmission Holdings, Inc.

2,827

137,929

Crane Co.

1,438

103,637

Crane Nxt Co.

1,448

68,577

Cummins, Inc.

4,310

1,013,022

Donaldson Co., Inc.

3,712

235,898

Dover Corp.

4,280

625,565

ESAB Corp.

1,737

101,371

Flowserve Corp.

3,991

133,259

Fortive Corp.

10,827

683,075

Gates Industrial Corp. PLC (a)

3,273

44,087

Graco, Inc.

5,127

406,520

IDEX Corp.

2,323

479,281

Ingersoll Rand, Inc.

12,412

707,732

ITT, Inc.

2,550

215,322

Lincoln Electric Holdings, Inc.

1,710

286,938

Middleby Corp. (a)

1,637

230,621

Nordson Corp.

1,748

378,110

Oshkosh Corp.

2,014

154,111

Otis Worldwide Corp.

12,747

1,087,319

PACCAR, Inc.

15,649

1,168,824

Parker Hannifin Corp.

3,914

1,271,580

Pentair PLC

5,025

291,852

Snap-On, Inc.

1,607

416,872

Stanley Black & Decker, Inc.

4,519

390,170

Timken Co.

1,869

143,633

Toro Co.

3,191

332,694

Westinghouse Air Brake Tech Co.

5,538

540,896

Xylem, Inc.

5,477

568,732

12,452,493

Marine Transportation - 0.1%

Kirby Corp. (a)

1,819

130,677

Passenger Airlines - 0.8%

Alaska Air Group, Inc. (a)

3,835

166,669

American Airlines Group, Inc. (a)

19,727

269,076

Copa Holdings SA Class A

867

78,307

Delta Air Lines, Inc. (a)

19,581

671,824

JetBlue Airways Corp. (a)

9,748

69,601

Southwest Airlines Co.

18,115

548,703

United Airlines Holdings, Inc. (a)

9,974

436,861

2,241,041

Professional Services - 2.7%

Booz Allen Hamilton Holding Corp. Class A

4,012

384,029

Broadridge Financial Solutions, Inc.

3,569

518,968

CACI International, Inc. Class A (a)

709

222,144

Clarivate Analytics PLC (a)

14,475

128,249

Concentrix Corp.

1,295

124,980

CoStar Group, Inc. (a)

12,334

949,101

Dun & Bradstreet Holdings, Inc.

7,723

86,266

Equifax, Inc.

3,718

774,757

FTI Consulting, Inc. (a)

1,030

185,915

Genpact Ltd.

5,461

243,288

Jacobs Solutions, Inc.

3,853

444,867

KBR, Inc.

4,161

236,054

Leidos Holdings, Inc.

4,166

388,521

Manpower, Inc.

1,532

115,988

Paychex, Inc.

9,864

1,083,659

Robert Half International, Inc.

3,238

236,374

Science Applications International Corp.

1,686

172,023

SS&C Technologies Holdings, Inc.

6,740

394,560

TransUnion Holding Co., Inc.

5,882

404,740

Verisk Analytics, Inc.

4,750

922,023

8,016,506

Trading Companies & Distributors - 1.3%

Air Lease Corp. Class A

3,166

127,337

Core & Main, Inc. (a)

2,230

58,114

Fastenal Co.

17,603

947,746

MSC Industrial Direct Co., Inc. Class A

1,409

127,839

SiteOne Landscape Supply, Inc. (a)

1,363

201,370

United Rentals, Inc.

2,136

771,331

Univar Solutions, Inc. (a)

4,911

174,341

W.W. Grainger, Inc.

1,378

958,495

Watsco, Inc.

1,006

348,458

WESCO International, Inc.

1,363

196,272

3,911,303

TOTAL INDUSTRIALS

50,454,220

INFORMATION TECHNOLOGY - 14.0%

Communications Equipment - 1.3%

Arista Networks, Inc. (a)

7,525

1,205,204

Ciena Corp. (a)

4,506

207,456

F5, Inc. (a)

1,822

244,804

Juniper Networks, Inc.

9,778

294,807

Lumentum Holdings, Inc. (a)

2,081

100,408

Motorola Solutions, Inc.

5,035

1,467,199

Ubiquiti, Inc.

126

29,301

ViaSat, Inc. (a)

2,204

77,206

3,626,385

Electronic Equipment, Instruments & Components - 2.3%

Amphenol Corp. Class A

17,907

1,351,441

Arrow Electronics, Inc. (a)

1,776

203,228

Avnet, Inc.

2,776

114,538

CDW Corp.

4,131

700,576

Cognex Corp.

5,313

253,377

Coherent Corp. (a)

3,612

123,314

Corning, Inc.

22,501

747,483

IPG Photonics Corp. (a)

997

114,635

Jabil, Inc.

3,973

310,490

Keysight Technologies, Inc. (a)

5,483

793,061

Littelfuse, Inc.

737

178,531

National Instruments Corp.

3,996

232,687

TD SYNNEX Corp.

1,422

126,615

Teledyne Technologies, Inc. (a)

1,416

586,790

Trimble, Inc. (a)

7,529

354,616

Vontier Corp.

4,807

130,414

Zebra Technologies Corp. Class A (a)

1,579

454,799

6,776,595

IT Services - 1.7%

Akamai Technologies, Inc. (a)

4,738

388,374

Amdocs Ltd.

3,637

331,876

Cloudflare, Inc. (a)

8,649

406,935

DXC Technology Co. (a)

7,027

167,594

EPAM Systems, Inc. (a)

1,677

473,652

Gartner, Inc. (a)

2,347

709,874

Globant SA (a)

1,246

195,460

GoDaddy, Inc. (a)

4,779

361,675

Kyndryl Holdings, Inc. (a)

6,277

90,765

MongoDB, Inc. Class A (a)

2,028

486,639

Okta, Inc. (a)

4,620

316,609

Thoughtworks Holding, Inc. (a)

2,604

16,223

Twilio, Inc. Class A (a)

5,326

280,201

VeriSign, Inc. (a)

2,835

628,803

Wix.com Ltd. (a)

1,690

147,419

5,002,099

Semiconductors & Semiconductor Equipment - 2.3%

Allegro MicroSystems LLC (a)

2,038

72,899

Cirrus Logic, Inc. (a)

1,677

143,870

Enphase Energy, Inc. (a)

4,004

657,457

Entegris, Inc.

4,537

339,912

First Solar, Inc. (a)

3,250

593,385

GlobalFoundries, Inc. (a)(b)

1,931

113,543

Lattice Semiconductor Corp. (a)

4,153

330,994

Microchip Technology, Inc.

16,268

1,187,401

MKS Instruments, Inc.

1,750

146,773

Monolithic Power Systems, Inc.

1,401

647,220

onsemi (a)

13,264

954,477

Qorvo, Inc. (a)

3,047

280,568

Skyworks Solutions, Inc.

4,860

514,674

Teradyne, Inc.

4,785

437,253

Universal Display Corp.

1,331

177,635

Wolfspeed, Inc. (a)(b)

3,768

175,400

6,773,461

Software - 5.5%

Alteryx, Inc. Class A (a)

1,825

75,062

ANSYS, Inc. (a)

2,660

835,027

AppLovin Corp. (a)

6,712

114,104

Aspen Technology, Inc.

825

146,025

Bentley Systems, Inc. Class B

5,158

219,524

Bill Holdings, Inc. (a)

3,023

232,197

Black Knight, Inc. (a)

4,728

258,338

Cadence Design Systems, Inc. (a)

8,343

1,747,430

CCC Intelligent Solutions Holdings, Inc. Class A (a)

5,253

45,596

Ceridian HCM Holding, Inc. (a)

4,175

265,029

Confluent, Inc. (a)

3,801

83,622

Crowdstrike Holdings, Inc. (a)

6,589

791,009

Datadog, Inc. Class A (a)

8,121

547,193

DocuSign, Inc. (a)

6,037

298,469

Dolby Laboratories, Inc. Class A

1,812

151,646

DoubleVerify Holdings, Inc. (a)

2,633

77,463

Dropbox, Inc. Class A (a)

8,193

166,646

Dynatrace, Inc. (a)

6,604

279,217

Elastic NV (a)

2,370

135,683

Fair Isaac Corp. (a)

742

540,139

Five9, Inc. (a)

2,141

138,822

Fortinet, Inc. (a)

19,735

1,244,292

Gen Digital, Inc.

16,765

296,238

Guidewire Software, Inc. (a)

2,507

191,008

HubSpot, Inc. (a)

1,416

596,065

Informatica, Inc. (a)

1,142

17,655

Jamf Holding Corp. (a)

2,005

37,935

Manhattan Associates, Inc. (a)

1,897

314,295

nCino, Inc. (a)

2,137

52,848

NCR Corp. (a)

3,902

86,976

New Relic, Inc. (a)

1,628

116,353

Nutanix, Inc. Class A (a)

7,011

168,124

Palantir Technologies, Inc. (a)

56,212

435,643

Paycom Software, Inc. (a)

1,566

454,719

Paycor HCM, Inc. (a)

1,849

43,452

Paylocity Holding Corp. (a)

1,229

237,553

Pegasystems, Inc.

1,263

57,618

Procore Technologies, Inc. (a)

2,167

115,739

PTC, Inc. (a)

3,252

409,069

RingCentral, Inc. (a)

2,602

71,711

SentinelOne, Inc. (a)

5,861

94,186

Smartsheet, Inc. (a)

3,881

158,616

Splunk, Inc. (a)

4,980

429,475

Synopsys, Inc. (a)

4,663

1,731,465

Teradata Corp. (a)

3,116

120,620

Tyler Technologies, Inc. (a)

1,257

476,441

UiPath, Inc. Class A (a)

11,486

161,723

Unity Software, Inc. (a)

7,228

194,939

Zoom Video Communications, Inc. Class A (a)

7,508

461,216

Zscaler, Inc. (a)

2,578

232,278

16,156,493

Technology Hardware, Storage & Peripherals - 0.9%

Dell Technologies, Inc.

7,234

314,607

Hewlett Packard Enterprise Co.

39,282

562,518

HP, Inc.

30,053

892,875

NetApp, Inc.

6,651

418,281

Pure Storage, Inc. Class A (a)

8,726

199,215

Western Digital Corp. (a)

9,725

334,929

2,722,425

TOTAL INFORMATION TECHNOLOGY

41,057,458

MATERIALS - 6.1%

Chemicals - 3.2%

Albemarle Corp.

3,581

664,132

Ashland, Inc.

1,552

157,699

Axalta Coating Systems Ltd. (a)

6,746

212,971

Celanese Corp. Class A

3,312

351,867

CF Industries Holdings, Inc.

5,990

428,764

Corteva, Inc.

21,876

1,337,061

DuPont de Nemours, Inc.

14,026

977,893

Eastman Chemical Co.

3,658

308,260

Element Solutions, Inc.

6,878

124,836

FMC Corp.

3,851

475,907

Ginkgo Bioworks Holdings, Inc. Class A (a)(b)

26,321

32,112

Huntsman Corp.

5,554

148,792

International Flavors & Fragrances, Inc.

7,798

756,094

LyondellBasell Industries NV Class A

7,858

743,445

NewMarket Corp.

175

69,930

Olin Corp.

3,724

206,310

PPG Industries, Inc.

7,206

1,010,714

RPM International, Inc.

3,900

319,917

The Chemours Co. LLC

4,515

131,251

The Mosaic Co.

10,392

445,297

The Scotts Miracle-Gro Co. Class A

1,232

82,310

Valvoline, Inc.

5,239

181,007

Westlake Corp.

1,013

115,259

9,281,828

Construction Materials - 0.5%

Eagle Materials, Inc.

1,089

161,401

Martin Marietta Materials, Inc.

1,903

691,170

Vulcan Materials Co.

4,051

709,411

1,561,982

Containers & Packaging - 1.3%

Amcor PLC

45,324

497,204

Aptargroup, Inc.

2,007

237,850

Ardagh Group SA (a)

363

2,606

Ardagh Metal Packaging SA

4,497

18,348

Avery Dennison Corp.

2,487

433,932

Ball Corp.

9,430

501,487

Berry Global Group, Inc.

3,710

214,475

Crown Holdings, Inc.

3,520

301,946

Graphic Packaging Holding Co.

9,342

230,374

International Paper Co.

10,860

359,575

Packaging Corp. of America

2,790

377,375

Sealed Air Corp.

4,454

213,747

Silgan Holdings, Inc.

2,583

127,239

Sonoco Products Co.

2,970

180,041

WestRock Co.

7,763

232,347

3,928,546

Metals & Mining - 1.1%

Alcoa Corp.

5,390

200,185

Cleveland-Cliffs, Inc. (a)

15,602

239,959

MP Materials Corp. (a)

2,785

60,351

Nucor Corp.

7,842

1,162,028

Reliance Steel & Aluminum Co.

1,786

442,571

Royal Gold, Inc.

2,001

265,012

SSR Mining, Inc.

6,315

90,431

Steel Dynamics, Inc.

5,088

528,898

United States Steel Corp.

6,858

156,911

3,146,346

Paper & Forest Products - 0.0%

Louisiana-Pacific Corp.

2,171

129,696

TOTAL MATERIALS

18,048,398

REAL ESTATE - 7.4%

Equity Real Estate Investment Trusts (REITs) - 6.9%

Alexandria Real Estate Equities, Inc.

5,250

651,945

American Homes 4 Rent Class A

9,414

313,110

Americold Realty Trust

8,211

242,963

Apartment Income (REIT) Corp.

4,590

169,738

AvalonBay Communities, Inc.

4,273

770,721

Boston Properties, Inc.

4,799

256,075

Brixmor Property Group, Inc.

9,098

194,060

Camden Property Trust (SBI)

3,173

349,189

Cousins Properties, Inc.

4,595

100,217

CubeSmart

6,832

310,788

Douglas Emmett, Inc.

5,200

66,976

EastGroup Properties, Inc.

1,256

209,199

EPR Properties

2,263

94,955

Equity Lifestyle Properties, Inc.

5,424

373,714

Equity Residential (SBI)

11,332

716,749

Essex Property Trust, Inc.

1,963

431,330

Extra Space Storage, Inc.

4,049

615,610

Federal Realty Investment Trust (SBI)

2,453

242,577

First Industrial Realty Trust, Inc.

4,026

211,244

Gaming & Leisure Properties

7,469

388,388

Healthcare Trust of America, Inc.

11,617

229,784

Healthpeak Properties, Inc.

16,706

367,031

Highwoods Properties, Inc. (SBI)

3,174

72,748

Host Hotels & Resorts, Inc.

21,663

350,291

Hudson Pacific Properties, Inc.

4,178

23,230

Invitation Homes, Inc.

18,670

623,018

Iron Mountain, Inc.

8,830

487,769

JBG SMITH Properties

3,250

46,378

Kilroy Realty Corp.

3,538

103,451

Kimco Realty Corp.

18,460

354,247

Lamar Advertising Co. Class A

2,643

279,312

Life Storage, Inc.

2,571

345,491

Medical Properties Trust, Inc. (b)

18,134

159,035

Mid-America Apartment Communities, Inc.

3,514

540,453

National Retail Properties, Inc.

5,523

240,251

National Storage Affiliates Trust

2,587

99,729

Omega Healthcare Investors, Inc.

7,192

192,458

Park Hotels & Resorts, Inc.

6,836

82,374

Rayonier, Inc.

4,439

139,207

Realty Income Corp.

19,196

1,206,277

Regency Centers Corp.

5,232

321,402

Rexford Industrial Realty, Inc.

5,969

332,891

SBA Communications Corp. Class A

3,262

851,023

Simon Property Group, Inc.

9,979

1,130,820

SL Green Realty Corp.

1,947

46,085

Spirit Realty Capital, Inc.

4,259

163,801

Sun Communities, Inc.

3,722

517,097

UDR, Inc.

10,031

414,581

Ventas, Inc.

12,211

586,739

VICI Properties, Inc.

30,664

1,040,736

Vornado Realty Trust

5,361

80,469

Welltower, Inc.

14,468

1,146,155

Weyerhaeuser Co.

22,486

672,556

WP Carey, Inc.

6,386

473,841

20,430,278

Real Estate Management & Development - 0.5%

CBRE Group, Inc. (a)

9,633

738,466

Howard Hughes Corp. (a)

1,115

86,268

Jones Lang LaSalle, Inc. (a)

1,459

202,859

Opendoor Technologies, Inc. (a)

14,153

19,531

WeWork, Inc. (a)

6,305

2,658

Zillow Group, Inc.:

Class A (a)

1,812

77,517

Class C (a)

4,745

206,597

1,333,896

TOTAL REAL ESTATE

21,764,174

UTILITIES - 5.8%

Electric Utilities - 2.8%

Alliant Energy Corp.

7,656

422,152

Avangrid, Inc.

2,158

86,881

Constellation Energy Corp.

9,986

772,916

Edison International

11,501

846,474

Entergy Corp.

6,208

667,857

Evergy, Inc.

6,804

422,596

Eversource Energy

10,542

818,165

FirstEnergy Corp.

16,594

660,441

Hawaiian Electric Industries, Inc.

3,337

130,844

IDACORP, Inc.

1,539

171,014

NRG Energy, Inc.

6,488

221,695

OGE Energy Corp.

6,108

229,294

PG&E Corp. (a)

50,342

861,352

Pinnacle West Capital Corp.

3,454

271,001

PPL Corp.

22,540

647,349

Xcel Energy, Inc.

16,675

1,165,749

8,395,780

Gas Utilities - 0.3%

Atmos Energy Corp.

4,345

495,938

National Fuel Gas Co.

2,683

149,980

UGI Corp.

6,402

216,900

862,818

Independent Power and Renewable Electricity Producers - 0.3%

Brookfield Renewable Corp.

3,891

129,998

The AES Corp.

20,379

482,167

Vistra Corp.

12,021

286,821

898,986

Multi-Utilities - 2.0%

Ameren Corp.

7,865

699,749

CenterPoint Energy, Inc.

19,256

586,730

CMS Energy Corp.

8,859

551,561

Consolidated Edison, Inc.

10,853

1,068,695

DTE Energy Co.

5,895

662,657

NiSource, Inc.

12,420

353,473

Public Service Enterprise Group, Inc.

15,229

962,473

WEC Energy Group, Inc.

9,654

928,425

5,813,763

Water Utilities - 0.4%

American Water Works Co., Inc.

5,903

875,120

Essential Utilities, Inc.

7,062

301,547

1,176,667

TOTAL UTILITIES

17,148,014

TOTAL COMMON STOCKS

(Cost $266,873,130)

293,385,920

Nonconvertible Preferred Stocks - 0.0%

Shares

Value ($)

REAL ESTATE - 0.0%

Real Estate Management & Development - 0.0%

Brookfield Property Preferred LP 6.25%

(Cost $74)

3

45

Money Market Funds - 1.3%

Shares

Value ($)

Fidelity Cash Central Fund 4.88% (c)

736,253

736,400

Fidelity Securities Lending Cash Central Fund 4.88% (c)(d)

3,217,906

3,218,228

TOTAL MONEY MARKET FUNDS

(Cost $3,954,628)

3,954,628

TOTAL INVESTMENT IN SECURITIES - 101.1%

(Cost $270,827,832)

297,340,593

NET OTHER ASSETS (LIABILITIES) - (1.1)%

(3,378,076)

NET ASSETS - 100.0%

293,962,517

Futures Contracts

Number

of contracts

Expiration

Date

Notional

Amount ($)

Value ($)

Unrealized

Appreciation/

(Depreciation) ($)

Purchased

Equity Index Contracts

CME E-mini S&P MidCap 400 Index Contracts (United States)

2

Jun 2023

500,120

21,918

21,918

The notional amount of futures purchased as a percentage of Net Assets is 0.2%

Legend

(a)

Non-income producing

(b)

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

(c)

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.

(d)

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.

Affiliate

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 4.88%

101,705

35,401,940

34,767,245

17,387

-

-

736,400

0.0%

Fidelity Securities Lending Cash Central Fund 4.88%

9,145,255

26,866,454

32,793,481

110,013

-

-

3,218,228

0.0%

Total

9,246,960

62,268,394

67,560,726

127,400

-

-

3,954,628

Amounts in the dividend 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.

Amounts in the dividend income column 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.

Amounts included in the purchases and sales proceeds columns may include in-kind transactions, if applicable.

Investment Valuation

The following is a summary of the inputs used, as of April 30, 2023, 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

10,647,477

10,647,477

-

-

Consumer Discretionary

36,011,878

36,011,878

-

-

Consumer Staples

12,302,878

12,302,878

-

-

Energy

14,080,021

14,080,021

-

-

Financials

39,209,115

39,209,115

-

-

Health Care

32,662,287

32,662,287

-

-

Industrials

50,454,220

50,454,220

-

-

Information Technology

41,057,458

41,057,458

-

-

Materials

18,048,398

18,048,398

-

-

Real Estate

21,764,219

21,764,219

-

-

Utilities

17,148,014

17,148,014

-

-

Money Market Funds

3,954,628

3,954,628

-

-

Total Investments in Securities:

297,340,593

297,340,593

-

-

Derivative Instruments:

Assets

Futures Contracts

21,918

21,918

-

-

Total Assets

21,918

21,918

-

-

Total Derivative Instruments:

21,918

21,918

-

-

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of April 30, 2023. 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)

21,918

Total Equity Risk

21,918

Total Value of Derivatives

21,918

(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).

Statement of Assets and Liabilities

April 30, 2023

Assets

Investment in securities, at value (including securities loaned of $3,145,156) - See accompanying schedule:

Unaffiliated issuers (cost $266,873,204)

$

293,385,965

Fidelity Central Funds (cost $3,954,628)

3,954,628

Total Investment in Securities (cost $270,827,832)

$

297,340,593

Segregated cash with brokers for derivative instruments

28,800

Receivable for investments sold

6,496

Receivable for fund shares sold

399,603

Dividends receivable

130,497

Distributions receivable from Fidelity Central Funds

19,483

Receivable for daily variation margin on futures contracts

4,440

Other receivables

1,364

Total assets

297,931,276

Liabilities

Payable for investments purchased

$

380,259

Payable for fund shares redeemed

370,302

Collateral on securities loaned

3,218,198

Total Liabilities

3,968,759

Net Assets

$

293,962,517

Net Assets consist of:

Paid in capital

$

273,380,387

Total accumulated earnings (loss)

20,582,130

Net Assets

$

293,962,517

Net Asset Value , offering price and redemption price per share ($293,962,517 ÷ 19,825,567 shares)

$

14.83

Statement of Operations

Year ended

April 30, 2023

Investment Income

Dividends

$

4,463,427

Income from Fidelity Central Funds (including $110,013 from security lending)

127,400

Total Income

4,590,827

Expenses

Independent trustees' fees and expenses

$

926

Total expenses before reductions

926

Expense reductions

(46)

Total expenses after reductions

880

Net Investment income (loss)

4,589,947

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment Securities:

Unaffiliated issuers

(2,716,392)

Futures contracts

(52,115)

Total net realized gain (loss)

(2,768,507)

Change in net unrealized appreciation (depreciation) on:

Investment Securities:

Unaffiliated issuers

(4,289,597)

Futures contracts

26,239

Total change in net unrealized appreciation (depreciation)

(4,263,358)

Net gain (loss)

(7,031,865)

Net increase (decrease) in net assets resulting from operations

$

(2,441,918)

Statement of Changes in Net Assets

Year ended

April 30, 2023

Year ended

April 30, 2022

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$

4,589,947

$

2,997,312

Net realized gain (loss)

(2,768,507)

3,645,981

Change in net unrealized appreciation (depreciation)

(4,263,358)

(24,785,005)

Net increase (decrease) in net assets resulting from operations

(2,441,918)

(18,141,712)

Distributions to shareholders

(4,597,577)

(6,913,831)

Share transactions

Proceeds from sales of shares

118,927,737

148,157,214

Reinvestment of distributions

3,203,047

4,691,590

Cost of shares redeemed

(72,465,560)

(65,791,393)

Net increase (decrease) in net assets resulting from share transactions

49,665,224

87,057,411

Total increase (decrease) in net assets

42,625,729

62,001,868

Net Assets

Beginning of period

251,336,788

189,334,920

End of period

$

293,962,517

$

251,336,788

Other Information

Shares

Sold

8,137,991

8,732,269

Issued in reinvestment of distributions

224,077

271,847

Redeemed

(4,909,134)

(3,885,387)

Net increase (decrease)

3,452,934

5,118,729

Financial Highlights

Fidelity Flex® Mid Cap Index Fund

Years ended April 30,

2023

2022

2021

2020

2019

Selected Per-Share Data

Net asset value, beginning of period

$

15.35

$

16.82

$

10.78

$

12.23

$

11.28

Income from Investment Operations

Net investment income (loss) A,B

.26

.21

.19

.22

.20

Net realized and unrealized gain (loss)

(.52)

(1.18)

6.17

(1.39)

.98

Total from investment operations

(.26)

(.97)

6.36

(1.17)

1.18

Distributions from net investment income

(.23)

(.19)

(.20)

(.18)

(.19)

Distributions from net realized gain

(.03)

(.31)

(.12)

(.10)

(.05)

Total distributions

(.26)

(.50)

(.32)

(.28)

(.23) C

Net asset value, end of period

$

14.83

$

15.35

$

16.82

$

10.78

$

12.23

Total Return D

(1.62)%

(6.09)%

59.64%

(9.88)%

10.75%

Ratios to Average Net Assets B,E,F

Expenses before reductions G

-%

-%

-%

-%

-%

Expenses net of fee waivers, if any G

-%

-%

-%

-%

-%

Expenses net of all reductions G

-%

-%

-%

-%

-%

Net investment income (loss)

1.75%

1.27%

1.35%

1.84%

1.76%

Supplemental Data

Net assets, end of period (000 omitted)

$

293,963

$

251,337

$

189,335

$

88,365

$

76,766

Portfolio turnover rate H

13%

13%

26%

38%

25%

A Calculated based on average shares outstanding during the period.

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

C Total distributions per share do not sum due to rounding.

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

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 reimbursem*nts, waivers or reductions occur.

G Amount represents less than .005%.

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

For the period ended April 30, 2023

1 . Organization.

Fidelity Flex Mid Cap Index Fund (the Fund) is a fund of Fidelity Salem Street Trust (the Trust) and is authorized to issue an unlimited number of shares. Share transactions on the Statement of Changes in Net Assets may contain exchanges between affiliated funds. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund is available only to certain fee-based accounts and advisory programs offered by Fidelity.

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 designated the Fund's investment adviser as the valuation designee responsible for the fair valuation function and performing fair value determinations as needed. The investment adviser has established a Fair Value Committee (the Committee) to carry out the day-to-day fair valuation responsibilities and has adopted policies and procedures to govern the fair valuation process and the activities of the Committee. In accordance with these fair valuation policies and procedures, which have been approved by the Board, the Fund attempts to obtain prices from one or more third party pricing services 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 the policies and procedures. Factors used in determining fair value vary by investment type and may include market or investment specific events, transaction data, estimated cash flows, and market observations of comparable investments. The frequency that the fair valuation procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee manages the Fund's fair valuation practices and maintains the fair valuation policies and procedures. The Fund's investment adviser reports to the Board information regarding the fair valuation process and related material matters.

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

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

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

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

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 service 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 April 30, 2023 is included at the end of the Fund's Schedule of Investments.

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.

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 April 30, 2023, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

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, passive foreign investment companies (PFIC), partnership and losses deferred due to wash sales and excise tax regulations.

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

$56,737,810

Gross unrealized depreciation

(36,568,435)

Net unrealized appreciation (depreciation)

$20,169,375

Tax Cost

$277,171,218

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

Undistributed ordinary income

$1,136,911

Net unrealized appreciation (depreciation) on securities and other investments

$20,169,375

The Fund intends to elect to defer to its next fiscal year $724,157 of capital losses recognized during the period November 1, 2022 to April 30, 2023.

The tax character of distributions paid was as follows:

April 30, 2023

April 30, 2022

Ordinary Income

$4,117,732

$4,060,909

Long-term Capital Gains

479,845

2,852,922

Total

$4,597,577

$6,913,831

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objectives allow for various types of derivative instruments, 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.

Derivatives were used 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 objectives may not be achieved.

Derivatives were used to increase or decrease 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.

Funds are also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that a 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 a fund. Counterparty credit risk related to exchange-traded 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. Futures contracts were used to manage 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 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 unless an average notional amount is presented. Any securities deposited to meet initial margin requirements are identified in the Schedule of Investments. Any 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 Flex Mid Cap Index Fund

89,211,818

35,624,317

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 and the Fund does not pay any fees for these services. Under the management contract, the investment adviser or an affiliate pays all other expenses of the Fund, excluding 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. Committed Line of Credit.

Certain Funds participate with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The commitment fees on the pro-rata portion of the line of credit are borne by the investment adviser. During the period, there were no borrowings on this line of credit.

8. Security Lending.

Funds lend portfolio securities through a lending agent from time to time in order to earn additional income. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, 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.

Security Lending Income From Securities Loaned to NFS

Value of Securities Loaned to NFS at Period End

Fidelity Flex Mid Cap Index Fund

$ 83

$ 21,514

9. 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 $46.

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. Risk and Uncertainties.

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

To the Board of Trustees of Fidelity Salem Street Trust and the Shareholders of Fidelity Flex Mid Cap Index Fund:

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities of Fidelity Flex Mid Cap Index Fund (the "Fund"), a fund of Fidelity Salem Street Trust, including the schedule of investments, as of April 30, 2023, the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of April 30, 2023, and 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 then ended, and the financial highlights for each of the five years in the period then ended in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements and financial highlights 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 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 and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, 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 and financial highlights. 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 and financial highlights. Our procedures included confirmation of securities owned as of April 30, 2023, 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/ Deloitte & Touche LLP

Boston, Massachusetts

June 13, 2023

We have served as the auditor of one or more of the Fidelity investment companies since 1999.

TRUSTEES AND OFFICERS

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for Jonathan Chiel, each of the Trustees oversees 299 funds. Mr. Chiel oversees 188 funds.

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

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-3455 (for managed account clients) or 1-800-835-5092 (for retirement plan participants).

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

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

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

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

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circ*mstances 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 circ*mstances occur or to mitigate the effects of such events or circ*mstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations and Audit Committees. In addition, an ad hoc Board committee of Independent Trustees has worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. 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+

Jonathan Chiel (1957)

Year of Election or Appointment: 2016

Trustee

Mr. Chiel also serves as Trustee of other Fidelity ® funds. Mr. Chiel is Executive Vice President and General Counsel for FMR LLC (diversified financial services company, 2012-present). Previously, Mr. Chiel served as general counsel (2004-2012) and senior vice president and deputy general counsel (2000-2004) for John Hanco*ck Financial Services; a partner with Choate, Hall & Stewart (1996-2000) (law firm); and an Assistant United States Attorney for the United States Attorney's Office of the District of Massachusetts (1986-95), including Chief of the Criminal Division (1993-1995). Mr. Chiel is a director on the boards of the Boston Bar Foundation and the Maimonides School.

Abigail P. Johnson (1961)

Year of Election or Appointment: 2009

Trustee

Chairman of the Board of Trustees

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

Jennifer Toolin McAuliffe (1959)

Year of Election or Appointment: 2016

Trustee

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

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

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

Independent Trustees:

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

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

Elizabeth S. Acton (1951)

Year of Election or Appointment: 2013

Trustee

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

Ann E. Dunwoody (1953)

Year of Election or Appointment: 2018

Trustee

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

John Engler (1948)

Year of Election or Appointment: 2014

Trustee

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

Robert F. Gartland (1951)

Year of Election or Appointment: 2010

Trustee

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

Arthur E. Johnson (1947)

Year of Election or Appointment: 2008

Trustee

Mr. Johnson also serves as Trustee of other Fidelity ® funds. Prior to his retirement, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009). Mr. Johnson currently serves as a member of the Board of Booz Allen Hamilton (management consulting, 2011-present). Mr. Johnson previously served as a member of the Board of Eaton Corporation plc (diversified power management, 2009-2019) and a member of the Board of AGL Resources, Inc. (holding company, 2002-2016). Mr. Johnson previously served as Chairman (2018-2021) and Vice Chairman (2015-2018) of the Independent Trustees of certain Fidelity® funds. Mr. Arthur E. Johnson is not related to Ms. Abigail P. Johnson.

Michael E. Kenneally (1954)

Year of Election or Appointment: 2009

Trustee

Chairman of the Independent Trustees

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

Mark A. Murray (1954)

Year of Election or Appointment: 2016

Trustee

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

+ 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 may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Laura M. Bishop (1961)

Year of Election or Appointment: 2022

Member of the Advisory Board

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

Robert W. Helm (1957)

Year of Election or Appointment: 2021

Member of the Advisory Board

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

Carol J. Zierhoffer (1960)

Year of Election or Appointment: 2023

Member of the Advisory Board

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

Heather Bonner (1977)

Year of Election or Appointment: 2023

Assistant Treasurer

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

Craig S. Brown (1977)

Year of Election or Appointment: 2019

Assistant Treasurer

Mr. Brown also serves as an officer of other funds. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present) and is an employee of Fidelity Investments (2013-present). Previously, Mr. Brown served as Assistant Treasurer of certain Fidelity ® funds (2019-2022).

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke 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).

Margaret Carey (1973)

Year of Election or Appointment: 2023

Secretary and Chief Legal Officer (CLO)

Ms. Carey also serves as an officer of other funds and as CLO of certain other Fidelity entities. 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.

David J. Carter (1973)

Year of Election or Appointment: 2020

Assistant Secretary

Mr. Carter also serves as Assistant Secretary of other funds. Mr. Carter serves as Senior Vice President, Deputy General Counsel (2022-present) and is an employee of Fidelity Investments (2005-present).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as an officer of other funds. Mr. Davis serves as Vice President Assistant Treasurer and is an employee of Fidelity Investments. Mr. Davis serves as Assistant Treasurer of certain Fidelity entities.

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

President and Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato 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).

Christopher M. Gouveia (1973)

Year of Election or Appointment: 2023

Chief Compliance Officer

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

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan 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).

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

Mr. Maheralso 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).

Jamie Pagliocco (1964)

Year of Election or Appointment: 2020

Vice President

Mr. Pagliocco also serves as Vice President of other funds. Mr. Pagliocco serves as President of Fixed Income (2020-present), and is an employee of Fidelity Investments (2001-present). Previously, Mr. Pagliocco served as Co-Chief Investment Officer - Bond (2017-2020), Global Head of Bond Trading (2016-2019), and as a portfolio manager.

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: 2013

Assistant 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: 2021

Deputy 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).

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 (November 1, 2022 to April 30, 2023).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Annualized Expense Ratio- A

Beginning Account Value November 1, 2022

Ending Account Value April 30, 2023

Expenses Paid During Period- C November 1, 2022 to April 30, 2023

Fidelity Flex® Mid Cap Index Fund

-%- D

Actual

$ 1,000

$ 1,038.10

$- E

Hypothetical- B

$ 1,000

$ 1,024.79

$- E

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

B 5% return per year before expenses

C Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/ 365 (to reflect the one-half year period). The fees and expenses of any Underlying Funds are not included in each annualized expense ratio.

D Amount represents less than .005%.

E Amount represents less than $.005.

Distributions (Unaudited)

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

The fund hereby designates as a capital gain dividend with respect to the taxable year ended April 30, 2023, $188,058, or, if subsequently determined to be different, the net capital gain of such year.

The fund designates 95% and 74% of the dividends distributed in June and December, respectively during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

The fund designates 98.44% and 77.76% of the dividends distributed in June and December, 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 0.31% and 14.91% of the dividends distributed in June and December, respectively during the fiscal year as a section 199A dividend.

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

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

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

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

  • Highly liquid investments - cash or convertible to cash within three business days or less
  • Moderately liquid investments - convertible to cash in three to seven calendar days
  • Less liquid investments - can be sold or disposed of, but not settled, within seven calendar days
  • Illiquid investments - cannot be sold or disposed of within seven calendar days

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

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

At a recent meeting of the Fund's Board of Trustees, the LRM Committee provided a written report to the Board pertaining to the operation, adequacy, and effectiveness of the Program for the period December 1, 2021 through November 30, 2022. The report concluded that the Program is operating effectively and is reasonably designed to assess and manage the Fund's liquidity risk.

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